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Previous: SOLECTRON CORP, 424B3, 1999-07-16 |
Next: AMERICAN POWER CONVERSION CORPORATION, 11-K, 1999-07-16 |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 08, 1998
CONCAP, INC.
(Exact name of Registrant as specified in its charter)
TEXAS 0-17597 76-0252296
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
3700 CRESTWOOD PARKWAY, SUITE 1000, DULUTH, GEORGIA 30096
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (770) 381-8089
<PAGE>
Item 2. In accordance with item 7(b) on Form 8-K, posted July 8, 1998, reporting
the change and registrant of CONCAP, Inc., financial statements are being filed
as an amendment to the 8-K. The consolidated financial statement reflects the
acquisition of Intuitive Technology Consultants, whereby a majority of the
issued and outstanding common stock, and therefore control of CONCAP, Inc.,
transferred to Intuitive Technology Consultants.
<PAGE>
CONCAP, Inc.
Balance Sheet
July 31, 1998
ASSETS
Current Assets
SunTrust Primary Checking $ 11,188.24
NationsBank Checking - FL 730.88
Accounts Receivable 351,333.54
A/R - American Factors Corp. 7,686.85
Loans to Officers 134,158.30
-------------
Total Current Assets 505,097.81
Property and Equipment
Furniture, Fixtures and Equip 26,292.74
Equipment - Computers 196,381.53
Software 30,022.36
Leasehold Improvements 15,951.00
Accum. Depreciation-Furniture (5,342.17)
Accum. Depreciation -Equipment (42,106.60)
Accum. Depreciation -Software (11,431.08)
Accum. Depreciation-Leasehold (4,235.01)
-------------
Total Property and Equipment 205,532.77
Other Assets
Deposits-Rent 34,914.04
Deposit-American Factors 500.00
Deposit-Auto Lease 8,147.10
-------------
Total Other Assets 43,561.14
-------------
Total Assets $ 754,191.72
=============
LIABILITIES AND CAPITAL
Current Liabilities
Accounts Payable $ 61,028.66
N/P American Factors Corp. 202,436.05
Federal Payroll Taxes Payable 518,486.45
FUTA Tax Payable 1,810.95
GA State Payroll Taxes Payable 69,554.08
SC State Payroll Taxes Payable 7,429.81
GA SUTA Tax Payable 5,840.23
SC SUTA Tax Payable 229.50
Total Current Liabilities 866,815.73
Long-Term Liabilities
Other Long Term Liabilities 291,661.41
-------------
Total Long-Term Liabilities 291,661.41
-------------
Total Liabilities
1,158,477.14
Capital
Common Stock 10,000.00
Paid-in-Capital 240,810.00
Retained Earnings (356,746.27)
Net Income (298,349.15)
-------------
Total Capital (404,285.42)
-------------
Total Liabilities & Capital $ 754,191.72
=============
Unaudited - For Management Purposes Only
<PAGE>
(b) Reports to be filed on Form 8-K The Company filed a Current Report on Form
8-K, dated June 8, 1998, reporting its acquisition of ITC. The Company
filed a Current Report on Form 8-K, dated November 15, 1998, reporting the
acquisition of Troxtel Holding Company, LLC d/b/a Temporary Help
Connection.
Pursuant to the requirements 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.
Date: January 15, 1999 By: /s/ Scott Schuster
-----------------------------------
Scott Schuster, President
<PAGE>
CONCAP, INC.
Consolidated Balance Sheet
2nd Quarter Ending 11/30/98
(000's omitted)
CURRENT ASSETS 11/30/98 11/30/97
-------- --------
Cash 92 0
Accounts Receivable 1,050 0
Less Allowable Doubtful Accounts (5) 0
Total A/R 1,045 0
Factoring Reserve 22 0
Office Supplies 3 0
Loans to Officers 266 0
Prepaid Expenses 52 0
-------- --------
Total Current Assets 1,480 0
FIXED ASSETS
Funiture, Fixtures, Equip 36 0
Equipment- Computer 289 0
Software 32 0
Vehicles 82 0
Leasehold Improvements 16 0
Accum Depreciation - Furniture (7) 0
Accum Depreciation - Equipement (53) 0
Accum Depreciation - Software (14) 0
Accum Depreciation - Vehicles (13) 0
Accum Depreication - Leashold (5) 0
-------- --------
Total Fixed Assets 363 0
-------- --------
TOTAL ASSETS 1,843 0
======== ========
CURRENT LIABLITIES
Accounts Payable 176 6
Accrued Expenses 0 195
Loans Payable Officers 0 1
Wages Payable 79 0
** Factoring - American Factors 755 0
* Payroll Taxes Payable 905 0
(Due from Seller per Purchase Agreement) (215) 0
Total Taxes Due 690 0
-------- --------
Total Current Liablities 1,700 202
LONG TERM LIABLITIES 37 0
TOTAL LIABLITIES 1,737 202
CAPTIAL
Common Stock 1 5
Paid In Captial 391 700
Retained Earnings (183) 0
Deficit Accum. During Dev. Stage -907
*** Net Income (103) 0
Total Captial 106 (202)
-------- --------
TOTAL LIABILITES + CAPTIAL 1,843 0
======== ========
NOTES TO FINANCIAL STATEMENTS
* Payroll Taxes payable includes a libity of approximately $460,000.00, the
assumuption of which was part of the agreement to acquire Intuitive
Technology Consultants, Inc.. No liens exist against the company currently
related to this liability. Management has entered into an installment
agreement with the Internal Revenue Service to satisfy this Liability and
has been funding payments from the cash generated by operations.
Management believes it can continue to reduce the liability accordingly
without adversely affecting the continuing operations of the company.
** This amount is advanced against receiveables. Amounts shown here are paid
upon receipt by customer. The average balance is less than 30 days old
*** Loss shown is due to expenses incurred in acquisition of subsidiary
companies and change in control to current management.
<PAGE>
CONCAP, INC.
Consolidated Income Statement
2nd Quarter Ending 11/30/98
(000's omitted)
REVENUES 11/30/98 Year to Date 11/30/97
-------- ------------ --------
Fees 2,499 4,347 0
Other Income 36 53 0
Refunds (14) (17) 0
-------- ------------ --------
TOTAL REVENUES 2,521 4,383 0
-------- ------------ --------
OPERATING EXPENSES
Accrued Expenses 0 0 (9)
Adverstising 14 23 0
Bad Debt 3 68 0
Bank Charges 0 2 0
Charitable Contributions 0 0 0
Commissions 4 10 0
Computer Equipment 22 62 0
Contract Labor 15 22 0
Depreciation 16 36 0
Dues and Subscriptions 1 1 0
Employee Education 0 2 0
Employee Expenses 1 1 0
Factoring 54 111 0
Forms/Printing 3 5 0
Gifts and Donations 3 4 0
Insurance 53 88 0
Late Fees 1 2 0
Lease 8 17 0
Lease on Autos 6 14 0
Lease on Furniture 5 14 0
Legal and Professional 36 99 0
Lodging 1 1 0
Maintenance 8 11 0
Meals and Enter 4 8 0
Medical Benefits 38 66 0
Misc 28 29 0
Office Supplies 3 7 0
Officer Benefit Programs 1 2 0
Office Expense 9 11 0
Officer Loan Expense 67 97 0
Payroll Tax Expenses 187 334 0
Postage & Deliver 1 3 0
Recruiting 11 13 0
Rent 60 107 0
Salaries 498 930 0
Selling Expenses 24 29 0
Telecommuncations 1 1 0
Telephone 15 37 0
Telephone - ISP 1 2 0
Transporation 55 100 0
Travle Expenses 26 44 0
Utilities 0 0 0
Wages 1,184 2,073 0
-------- ------------ --------
TOTAL OPERATING EXPENSES 2,467 4,486 (9)
-------- ------------ --------
INCOME BEFORE TAXES 54 (103) (9)
======== ============ ========
EARNINGS (LOSS) PER SHARE $ 0.0045 ($ 0.0087) NIL
======== ============ ========
<PAGE>
CONCAP, INC.
Consolidated Cash Flow Statement
2nd Quarter Ending 11/30/98
(000's omitted)
Cash Flows from Operating Activites 11/30/98 11/30/97
-------- --------
Net Income 54 (9)
Adjustment to reconcile net
income to net cash provided by
operating activities
Accum. Depreciation - Furniture 0 0
Accum. Depreciation - Equipment 2 0
Accum Depreciation - Vehicles 7 0
Accum Depreciation - Software 0 0
Accum. Depreceiation - Leasehold 0 0
Accounts Receiable (327) 0
A/R American Factors (8) 0
Loans to Officers (81) 0
Accounts Payable 92 0
N/P American Factors 264 0
Payroll Taxes 175 0
Medical Withheld 1 0
-------- --------
Total Adjustments 125 0
Net Cash provided by Operations 179 (9)
-------- --------
Cash Flows used from Investment Activitives
Equipment - Computers (40) 0
Software (2) 0
Vehicles (26) 0
-------- --------
Net Cash Used in Investing (68) 0
-------- --------
Cash Flows from Financing
Paid In Captial (8) 0
Loans 0 0
Paid In Captial 0 0
-------- --------
Net Cash Used in Fianncing (8) 0
-------- --------
Net Increase (decrease) in Cash 103 (9)
======== ========
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