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VECTOR HOLDINGS CORP
10QSB, 2000-10-30
MOTOR VEHICLES & PASSENGER CAR BODIES

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-QSB
(Mark one)
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: March 31, 2000
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________ to _____________
Commission file number: 0-17303
VECTOR HOLDINGS CORPORATION
(Exact name of small business issuer as specified in its charter)
Nevada	33-0254334
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)
120 NE 179th Street, Miami, FL	33179
(Address of principal executive offices)	(Zip Code)
(305) 681-5191
(Issuer’s telephone number)
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 report (s), and (2) has been subject to such filing requirements for the past 90 days. Yes [ ] No [X]

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:

Common Stock, $.01 par value 10,727,920 shares outstanding as of March 31, 2000.

Transitional Small Business Disclosure Format: Yes __ No X

Page 1 of  10

 

 

 

 

 

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION	Page
Item 1. Financial Statements (Unaudited)	2
Item 2. Management’s Discussion and Analysis	3
PART II. OTHER INFORMATION
Item 1. Legal Proceedings	4
Item 2. Changes in Security	5
Item 3. Default Upon Senior Securities	5
Item 4. Submission of Matters to a Vote of Security Holders	5
Item 5. Other Information	5
Item 6. Exhibits and Reports on Form 8-K	5

 

VECTOR HOLDINGS CORPORATION.

 

PART I FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

Condensed Balance Sheets - December 31, 1999 and March 31, 2000 (Unaudited).

Condensed Statements of Operations - Three months ended March 31, 2000 and 1999 (Unaudited).

Condensed Statements of Cash Flows - Three months ended March 31, 2000 and 1999 (Unaudited).

Notes to Financial Statements

 

 

 

 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements; Market Data

To the extent that we make any forward-looking statements in the "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in this Quarterly Report, we emphasize that forward-looking statements involve risks and uncertainties and our actual results may differ materially from those expressed or implied by our forward-looking statements. All forward-looking statements in this Quarterly Report reflect our current views about future events and are based on assumptions and are subject to risks and uncertainties. Except as required by applicable law, including the securities laws of the United States, we do not intend to update or revise any forward-looking statements, which forward-looking statements may include, but not  be limited to, statements about our plans, objectives, expectations, intentions and assumptions and other statements that are not historical facts. Generally, forward-looking statements include phrases with words such as  "expect", "anticipate", "intend", "plan", "believe", "seek", "estimate" and similar expressions to identify forward-looking statements.

This Quarterly Report contains reference to our intent to explore and pursue new business opportunities. Any plan to pursue new business opportunities may involve certain estimates and plans related to us, which assumes certain events, trends and activities will occur and the projected information based on those assumptions. We do not know that any assumptions that we may make will be accurate. In particular, we do not know and cannot predict with any degree of certainty the growth in any business or industry in which we may seek to operate. If our assumptions are wrong about any events, trends and activities, and specifically about which business opportunity to pursue, if any, and because of our limited resources, then our efforts regarding and new business opportunity may also be wrong.

As used in this Quarterly Report,  the terms  "we", "us", "our" and the "Company" mean Vector Holdings Corporation, a Nevada corporation, formerly Vector Automotive Corporation. We changed our name to Vector Holdings Corporation on June 26, 2000 because we were no longer in the automotive business and determined to reflect that we were seeking business opportunities. We are filing this Quarterly Report for the three month period ended March 31, 2000 as one of several Quarterly Reports and an Annual Report that we were required to file under the Securities Exchange Act of 1934 (the "Exchange Act"), but which we failed to file in a timely manner. We are seeking to become current under reporting requirements of the Exchange Act by the filing of this Quarterly Report together with our filing of other past due Quarterly Reports for the periods ended  June 30, 2000 and on or before November 15, 2000 our Quarterly Report for September 30, 2000.

We are disclosing in this Quarterly Report that following the end of our fiscal year ended December 31, 1998, and since that date, we have generated no revenues from any business operations. By the third quarter of 1999 we had completely ceased our business operations. As a result, as of the date of our filing of this Quarterly Report and the other reports due under the Exchange Act, we are in the process of exploring potential new business opportunities. There can be no assurance that we will be successful in finding any new business opportunities or conclude any transaction that will enable us to become an operating business.

Please read this Quarterly Report together with our other Quarterly Reports and our Annual Report referenced above. Subsequent to the period referenced in this Report, we changed our name, our address, had a share recapitalization, a change in control and ceased our business operations. The change in control was in connection with an agreement dated December 27, 1999 between American Dream International Limited and Allen Weintraub and certain affiliates following which we had a 1 for 100 reverse stock split.

Results of Operations

During the three month period ended March 31, 2000 we had no business operations. We also had no revenues during this three month period ended March 31, 1999. We report a net loss of $9,607 ($.001 per share) for the three month period ended March 31, 2000, which is the result of interest expenses in the amount of $19,607 and interest income of $10,000. For the three month period ended March 31, 1999, we had a net loss of $199,286 ($.019 per share). During the three month period ended March 31, 2000, our operating loss was $0, compared to an operating loss of $179,232 the same period of 1999. During the three month period ended March 31, 2000, we had no operating expenses. For the same period of the prior year our total operating expenses were $179,232. The principal components of such expenses during the three month ended March 31, 1999 were general and administrative ($107,661), marketing ($353) and research and development ($71,218).

Liquidity and Capital Resources

At March 31, 2000 and December 31, 1999 we had current assets of $55. Our current assets at March 31, 2000 and December 31, 1999 was comprised principally of Cash and cash equivalents. At March 31, 2000 we had no inventories, receivables or property and equipment. We still reflect indebtedness to Automibili Lamborghini S.p.A., to Automobili Lamborghini U.S.A. and to OPM Management of Florida, Inc. See See Note 3 to Notes to Financial Statements attached to this Report. Also see the disclosure in Item 12, Part III, "Certain Relationships and Related Transactions" contained in our Annual Report on Form 10-KSB for our year ended December 31, 1999 which is filed contemporaneous with the filing of this Quarterly Report on Form 10-QSB. We had no receivables at March 31, 2000 and at December 31, 1999.  Our current liabilities were $391,349 at March 31, 2000 compared to $381,742 at December 31, 1999.

We also had  no new borrowings or other source of fundings of any kind during the period ended March 31, 2000.

Through the quarter ended March 31, 2000 we incurred an accumulated deficit of $39,436,079 which is the same than at December 31, 1999.

We have not identified any source of continued funding and have no ongoing operations. There can be no assurance that we will be able to fund any continuing expenses until we find and negotiate a new business opportunity, if ever.

 

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

Reference is made to Note 8 to the Notes to Condensed Financial Statements which are included in the Annual Report on Form 10-KSB for the year ended December 31, 1999. There is presently pending an action in the Circuit Court of the 4th Judicial Circuit, Duval County, FL, Mahoney, Adams & Kreiser, P.A. v. Vector Automotive Corporation, seeking recovery of $35,000 in legal fees. We believe that we have meritorious defenses against the plaintiff but we cannot at this time determine with any certainty whether we will prevail on the merits or whether any judgment against us will have a material adverse effect on us. We have reserved as settlement payable the amount of $35,000 as a liability on our balance sheet. We were also party to an arbitration, Dwight Yarde v. Vector Automotive, before the 13th Judicial Circuit, Hillsborough County, FL. While we lost the arbitration and were ordered to pay Yardes' out-of-pocket expenses of approximately $76,000, a condition to such payment was the obligation of Yardes to return to us the Vector automobile. We understand that Yardes has sold the vehicle to a third party and as a result, we believe we have no further obligation to Yardes on this matter. In TNA Custom Auto Trim, Inc. v. Vector Automotive Corporation, a matter pending in the 4th Judicial Circuit, Duval County, FL, we are alleged to have breached a contract to provide plaintiff with interior design work to Vector automobiles. We have engaged counsel to defend this action, and settlement discussions have commenced. We do not believe that the action has merit. However, the outcome of this action cannot be determined at this time and it is possible that an adverse judgment could have a material adverse effect upon us.

Item 2. Changes in Security

None

Item 3. Default Upon Senior Securities

We were in default on notes payable to American Dream International Limited and Lamborghini S.p.A. and Lamborghini U.S.A. in connection with a July 27, 1997 restructuring agreement. Reference is made to our Annual Report on Form 10-K for the year ended December 31, 1997 and the exhibits included as part of that filing for the terms and conditions of the restructuring agreement and the obligations of the Company.

Item 4. Submission of Matters to a Vote of Security Holders

None

Item 5. Other Information

We are filing this Quarterly Report for the three month period ended March 31, 2000. However, as discussed under Part I, Item 2, "General" above, we are also filing our Annual Reports for our years ended December 31, 1999 and 1998 at about the same time as we are filing this Quarterly Report. Our financial statements for the years ended December 31, 1999 and 1998 were audited by Grassano Accounting, P.A., Certified Public Accountants. During the two most recent fiscal years, there was no change in independent accountants. The financial statements for the year ended December 31, 1997 were audited by another accounting firm which we understand resigned or declined to stand for re-election because of unpaid accounting fees. There was no adverse opinion, disclaimer of opinion, or was modified as to uncertainty, audit scope or accounting principles. There was no disagreement with the former accountant, whether or not resolved, on any matter of accounting principles or practices, financial statement disclosure which would have caused it to make reference to the subject matter of the disagreement(s) in connection with its reports. Further, the decision to change accountants was recommended by our board of directors, and was the result of our cessation of business operations and change in control.

Item 6. Exhibits and Reports on Form 8-K

(a) Exhibits:

Exhibit No.	Document Description
3(i)	Articles of Incorporation and amendments (filed as Exhibits to the Company's Annual Report on Form 10-K for 1994 and incorporated herein by reference)
3(ii)	Bylaws (filed as Exhibit to the Company's Registration Statement on Form S-18, file #33-20456-LA and incorporated herein by reference)
13	The Registrant's Annual Report on Form 10-KSB for the year ended December 31, 1997, previously filed and the Annual Reports on Form 10-KSB for the years ended 1999 and 1998 which are filed contemporaneous herewith, which are incorporated herein by reference.
27	Financial Data Schedule

(b) Form 8-K.

During the quarter ended March 31, 2000, the Company did not file any Reports on Form 8-K.

 

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the small business issuer has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

VECTOR HOLDINGS CORPORATION

By: /s/ Allen Weintraub

Allen Weintraub, President and Director

Dated: October 27, 2000

Miami, FL

 

VECTOR HOLDINGS CORPORATION FINANCIALS

TABLE OF CONTENTS

	Page
CONDENSED BALANCE SHEET-DECEMBER 31, 1999 AND  MARCH 31, 2000 (Unaudited)	7
CONDENSED STATEMENT OF OPERATIONS-THREE MONTHS ENDED MARCH 31, 2000 AND 1999 (Unaudited)	8
CONDENSED STATEMENT OF CASH FLOWS-THREE MONTHS ENDED MARCH 31, 2000 AND 1999 (Unaudited)	8
NOTES TO FINANCIAL STATEMENTS	9

 

VECTOR HOLDINGS CORPORATION (Formerly Vector Aeromotive Corporation) CONDENSED BALANCE SHEETS AS OF MARCH 31, 2000 AND DECEMBER 31, 1999 (Unaudited)
	March 31, 2000		December 31, 1999
ASSETS
Current Assets
Cash and cash equivalents	$55		$55
Total current assets	55		55
TOTAL ASSETS	$55		$55
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities
Interest payable	$215,987		$196,380
Settlement payable	35,000		35,000
Accrued expenses	140,362		150,362
Total current liabilities	391,349		381,742
Long term liabilities
Loans payable to related parties	1,722,281		1,722,281
Total long term liabilities	1,722,281		1,722,281
TOTAL LIABILITIES	2,113,630		2,104,023
Stockholders' equity (deficit)
Common stock, par value $.01 per	10,728		10,728
share, 600,000,000 shares authorized;
issued and outstanding: 10,727,920
at March 30, 2000 and December 31, 1999
Capital in excess of par value	37,311,776		37,311,776
Accumulated deficit	(39,436,079)		(39,426,472)
TOTAL STOCKHOLDERS' EQUITY (DEFICIT)	(2,113,575)		(2,103,968)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
(DEFICIT)	$55		$55

See accompanying notes to unaudited condensed financial statements.

VECTOR HOLDINGS CORPORATION (Formerly Vector Aeromotive Corporation) CONDENSED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS (Unaudited)

	Three Months Ended March 31		Three Months Ended March 31
	2000		1999
Sales	$-		$-
Cost of sales	-		-
Gross profit (loss)	-		-
Costs and expenses
Marketing	-		353
Race program	-		-
Research and development	-		71,218
Quality and Warranty	-		-
General and administrative	-		107,661
Total costs and expenses	-		179,232
Operating profit (loss)	-		(179,232)
Other income (expense)
Other income	10,000		4,628
Interest expense	(19,607)		(24,682)
NET PROFIT (LOSS)	($9,607)		($199,286)
NET PROFIT (LOSS) PER SHARE	($0.001)		($0.019)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING	10,727,920		10,727,920

See accompanying notes to unaudited condensed financial statements.

VECTOR HOLDINGS CORPORATION (Formerly Vector Aeromotive Corporation) CONDENSED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS (Unaudited)

	Three Months Ended March 31, 2000	Three  Months Ended March 31, 1999
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES:
Net profit (loss)	($9,607)	($199,286)
Adjustments to reconcile net profit activities
Depreciation and amortization	-	8,187
(Increase) decrease in
Inventories	-	(1,992)
Prepaid expenses and other assets	-	(996)
Increase (decrease) in
Interest payable	19,607	24,682
Settlement payable	-	-
Accrued expenses	(10,000)	(11,573)
NET CASH USED IN OPERATING ACTIVITIES	-	(180,978)
CASH FLOWS USED IN INVESTING ACTIVITIES:
Acquisition of property and equipment	-	-
NET CASH USED IN INVESTING ACTIVITIES	-	-
CASH FLOWS FROM FINANCING ACTIVITIES:
Loan payable American Dream International	-	180,935
NET CASH FROM (USED IN) FINANCING ACTIVITIES:	-	180,935
NET DECREASE IN CASH AND EQUIVALENTS	-	(43)
CASH AND EQUIVALENTS, BEGINNING PERIOD	55	68
CASH AND EQUIVALENTS, END OF PERIOD	55	25

See accompanying notes to unaudited condensed financial statements.

 

VECTOR HOLDINGS CORPORATION

(Formerly Vector Aeromotive Corporation)

NOTES TO FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED MARCH 31, 2000

1. Basis of Presentation

The accompanying unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Regulation S-B of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements and should be read in conjunction with Notes to Financial Statements contained in the Company’s Annual Report on Form 10-KSB for the year ended December 31, 1999. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2000 are not necessarily indicative of the results that may be expected for the year ended December 31, 2000. The preparation of the financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reporting period. Actual results could differ from those estimates.

2. Inventories

The components of inventory consist of the following:
	March 31, 2000		March 31, 1999
Raw Material	$-		$178,478
Work-in Progress	-		160,981
Finished Goods	-		-
Total	$ -		$339,459

3. Payables to Related Parties

As of March 31, 2000, the Company owed a total of $424,123 to Automobili Lamborghini S.p.A., $568,577 to Automobili Lamborghini U.S.A., and $729,581 to OPM Management of Florida, Inc.

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