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Previous: FIRST TRUST COMBINED SERIES 71, 497J, 2000-11-03 |
Next: AIM INVESTMENT SECURITIES FUNDS, 497, 2000-11-03 |
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION
13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended September 30, 2000
[ ] 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: ___________
UNITED NATIONAL FILM CORPORATION
(Exact name of Small Business Issuer as specified in its charter)
Colorado
84-1092589
(State or other jurisdiction of
(I.R.S. Employer Identification No.)
incorporation or organization)
6363 Christie Avenue
Emeryville, CA 94608
(Address of Principal Executive Offices)
(510) 653-7020
(Issuer's telephone number)
Check whether the issuer: (1) filed all reports required
to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 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 the past 90 days.
Yes X
No
The number of shares outstanding of the issuer's Common Stock,
$.001 par
value, as of September 30, 2000 was 6,866,983 shares.
UNITED NATIONAL FILM CORPORATION
INDEX
Page
Number
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated
Balance Sheet as of September 30, 2000
2
(unaudited)
Consolidated
Statements of Operations (unaudited) for the
period ended
September 30, 2000
3
Consolidated
Statements of Cash Flows (unaudited) for the
period ended
September 30, 200
4
Notes to the financial statements 5-6
Item 2. Management's discussion and analysis of financial
condition
and results of operations
6
PART II - OTHER INFORMATION 6
Item 1 Legal Proceedings 6
Item 2 Changes in Securities 6
Item 3 Defaults Upon Senior Securities 6
Item 4 Submission of Matters to a Vote of Security Holders 7
Item 5 Other Information 7
Item 6. Exhibits and Reports on Form 8-K 7
Signature
7
PART 1 FINANCIAL INFORMATION
The condensed consolidated interim financial statements included
herein
have been prepared by the Company, without audit, pursuant to the
rules and regulations of the Securities and Exchange Commission.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been
condensed or omitted pursuant to such rules and regulations, although
the
Company believes that the disclosures made are adequate to make
the
information disclosed not misleading. It is suggested that
the condensed
consolidated interim financial statements be read in conjunction
with the
consolidated financial statement and the notes thereto included
in the
Company Annual Report on Form 10-K for the year ended June 30,
2000.
The accompanying consolidated interim financial statements have
been
prepared, in all material respects, in conformity with the standards
of
accounting measurements set forth in Accounting Principles Board
Opinion
No. 28 and reflect, in the opinion of management, all adjustments,
which
are of a normal recurring nature, necessary to summarize fairly
the
financial position and results of operations for such periods.
The results
of operations for such interim periods are not necessarily indicative
of
the results to be expected for a full year.
UNITED NATIONAL FILM CORP.
(A DEVELOPMENT STAGE ENTERPRISE)
CONSOLIDATED BALANCE SHEET
(Amounts in Thousands)
(UNAUDITED)
September 30, September 30,
2000
1999
ASSETS
CURRENT ASSETS:
Cash
$ 135
912
TOTAL CURRENT ASSETS
$ 135
912
FILM COSTS AND PRODUCTION RIGHTS 64,500 64,500
Total 64,635 65,412
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accrued Expenses
$ 10,400
5,000
Note payable
50,000 50,000
TOTAL CURRENT LIABILITIES
60,400 55,000
LOAN FROM SHAREHOLDER 13,000 1,500
STOCKHOLDERS' EQUITY:
Preferred stock - $.01 par,
3,000,000 shares
authorized, 100,000 shares
issued and outstanding
1,215 1,000
Common stock - $.001 par,
30,000,000 shares
Authorized, 6,866,983 shares
issued and outstanding
6,867 6,187
Paid in capital 455,918 205,313
Accumulated deficit (472,765) (221,892)
TOTAL STOCKHOLDERS' EQUITY (8,765) 8,912
$ 64,635
65,412
See notes to financial statements
-2-
UNITED NATIONAL FILM CORP.
(A DEVELOPMENT STAGE ENTERPRISE)
CONSOLIDATED STATEMENT OF OPERATIONS
Three Months ended Three Months
ended
September 30,2000 September
30, 1999
REVENUE $ 0 $ 0
COST OF REVENUES 0 0
GROSS PROFIT 0 0
EXPENSES:
General and Administrative
5,891
0
NET LOSS
5,891
0
BASIC LOSS PER SHARE
.0008
0
WEIGHTED AVERAGE SHARES OUTSTANDING
6,866,983 6,186,983
See notes to financial statements
-3-
UNITED NATIONAL FILM CORP.
(A DEVELOPMENT STAGE ENTERPRISE)
CONSOLIDATED STATEMENT OF CASH FLOWS
Three months ended September 30,
2000
1999
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss)
$ 0
0
Changes in operating assets and liabilities:
Decrease (increase)
in accounts
0
0
Total adjustments:
892
0
NET INCREASE (DECREASE) IN CASH (892) 0
CASH AT BEGINNING OF PERIOD 1,027 912
CASH AT END OF PERIOD
$ 135
912
See notes to financial statements
-4-
UNITED NATIONAL FILM CORP.
(A DEVELOPMENT STAGE ENTERPRISE)
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
1. ORGANIZATION AND BUSINESS DESCRIPTION
United National Film Corp. ("the Company") is a Colorado corporation.
The
Company is engaged in the acquisition and development of properties
for, and the production of, television series, television specials, made-for-home
television motion pictures and feature length motion pictures for domestic
and international distribution.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A. Accounting Estimates - The preparation of financial statements
in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that effect the reported amounts
of assets and liabilities and disclosure of contingent assets and liabilities
at the date of the financial statements and the reported amounts of revenues
and expenses during the reporting period. Actual results could differ from
those estimates.
B. Film Costs and Program Rights - Film costs and program rights
("project
cost") which include acquisition and development costs such as
story rights, scenario and scripts, direct production costs including salaries
and costs of talent, production overhead and post-production costs are
deferred and amortized by the "individual-film-forecast-computation method"
as required by Statement of Financial Standards No. 53.
C. Fair Value of Financial Instruments - The carrying amounts reported
in
the balance sheet for cash, accounts and notes payable and accrued
expenses approximate fair value based on the short term maturity
of these instruments.
D. Cash Equivalents - The Company considers all highly liquid temporary cash investments, with an original maturity of three months or less when purchased,to be cash equivalents.
E. Revenue Recognition - The Company derived revenues primarily
from
providing production services to third parties and exploiting projects
originally developed by the Company in which it retains an ownership
interest. Revenues from being a provider of contract production
services
are recognized using the percentage of completion method, recognizing
revenue relative to the proportionate progress on such contracts
as
measured by the ratio which project costs incurred by the Company
to date
bear to the total anticipated costs of each project. Amounts advanced
under such contracts are deferred and not recognized as revenue until obligations
under such contracts are performed.
F. Income Taxes:
Deferred tax assets and liabilities are determined based on the
difference between the financial statement and the tax basis of
assets and liabilities using the enacted tax rates in effect for
the
year in which the differences are expected to affect taxable income.
Valuation allowances are established when necessary to reduce
deferred tax assets to the amounts expected to be realized.
G. Net Loss Per Common Share:
In February 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 128 ("SFAS 128"),
"Earnings Per Share", which established new standards for
computation of earnings per share. SFAS 128 requires the
presentation on the face of the income statement of "basic" earnings
per share and "diluted" earnings per share.
Basic earnings per share is computed by dividing the net income
(loss) available to common shareholders by the weighted average
number of outstanding common shares. The calculation of diluted
earnings per share is similar to basic earning per share except
the
denominator includes dilutive common stock equivalents such as
stock
options and convertible debentures. Common stock options and the
common shares underlying the convertible preferred stock are not
included as their effect would be anti-dilutive.
H. Impairment of Long-Lived Assets:
The Company has adopted Statement of Financial Accounting Standards
No. 121, "Accounting for the Impairment of Long-Lived Assets and
for
Long-Lived Assets to be Disposed Of" ("SFAS 121"). SFAS 121 requires
impairment losses to be recorded on long-lived assets used in
operations when indicators of impairment are present and the
undiscounted cash flows estimated to be generated by those assets
are less than the assets' carrying amount. The adoption of SFAS
121
did not impact the financial statements of the Company.
I. Accounting for Stock Options:
The Company adopted Statement of Financial Accounting Standards
No.
123 ("SFAS 123"), "Accounting for Stock Based Compensation". SFAS
123 encourages the use of a fair-value-based method of accounting
for stock-based awards under which the fair value of stock options
is determined on the date of the grant and expensed over the vesting
period. Under SFAS 123, companies may, however, measure compensation
costs for those plans using the method prescribed by Accounting
Principles Board Opinion No. 25 ("APB No. 25"), Accounting for
Stock
Issued to Employees." Companies that apply APB No. 25 are
required
to include pro forma disclosures of net earnings and earnings per
share as if the fair-value-based method of accounting had been
applied. The Company elected to account for such plans under
the
provisions of APB No. 25
3. RELATED PARTY TRANSACTIONS
None.
4. NOTES PAYABLE
Pursuant to the acquisition of the screenplay titled, "Molly and
Lawless
John", a note was issued for $50,000 which was due on January 15,
1999. The
payment date on this note has been indefinitely extended by the
holder of
the note.
5. LOANS DUE TO SHAREHOLDER
In April 1999, a non-interest bearing loan was made to the Company from the Chief Executive Officer in the amount of $1,500. During the current reporting period, two loans were made to the Company, one from the Chief Executive Officer in the amount of $4,000 and one from the President in the amount of $1000. The loans bear interest at the rate of 10% per annum and are due one year from the date of execution. These notes remain outstanding.
6. STOCK ISSUED.
None
7. GENERAL
Reference is made to the financial statements included in the Company's
Annual Report (Form 10-K) filed with the Securities and Exchange
Commission for the year ended June 30, 2000.
The Company began its operation in February 1998. The results
of
the Company's operations for any interim period are not necessarily
indicative of the results of the Company's operations for a full
fiscal year.
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The Company is a development stage enterprise with no expenses incurred
during the period. The Company is engaged in active negotiations
with a
potential funding source for one or more of its screenplays.
In addition,
the Company is continuing to seek funding for the distribution
of its
children's animation film, "Snappy Sings", an educational short.
The
Company is exploring the licensing of film rights to Internet broadcasting
companies and has discussed through third parties the suitability
of
several films in the Western genre to which the Company has access.
Funding for the Company is expected to take place during the year 2000.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Subsequent to the date of the quarter, the Company has initiated
legal
proceedings to cancel certain stock certificates. The basis
of the lawsuit is the failure of the recipients of the stock certificates
to deliver
consideration for the shares. No counterclaim against the Company
has been filed. The lawsuit has been scheduled by the Court for mediation
during the month of November, 2000.
Item 2. Changes in Securities.
None
Item 3. Defaults Upon Senior Securities.
None
Item 4. Submission of Matters to a vote of Security Holders.
None.
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
Exhibit 27.1 Financial Data Schedule, attached.
(b) Reports on Form 8-K.
None.
SIGNATURES
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.
UNITED NATIONAL FILM CORP.
By: /s/ Deno Paoli
President
Date: November 2, 2000
EXHIBIT 27.1
FINANCIAL DATA SCHEDULE
<ARTICLE> 5
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM THE
CONSOLIDATED BALANCE SHEET AS OF SEPTEMBER 30, 2000 AND THE CONSOLIDATED
STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER, 2000
OF
UNITED NATIONAL FILM CORPORATION, AND IS QUALIFIED IN ITS ENTIRETY
BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
<MULTIPLIER> 1
<PERIOD-TYPE>
3-MOS
<FISCAL-YEAR-END>
JUN-30-2000
<PERIOD-START>
JUL-01-2000
<PERIOD-END>
SEP-30-2000
<CASH>
135
<SECURITIES>
0
<RECEIVABLES>
0
<ALLOWANCES>
0
<INVENTORY>
0
<CURRENT-ASSETS>
135
<PP&E>
0
<DEPRECIATION>
0
<TOTAL-ASSETS>
64,635
<CURRENT-LIABILITIES>
60,400
<BONDS>
0
<PREFERRED-MANDATORY>
0
<PREFERRED>
1,215
<COMMON>
6,867
<OTHER-SE>
(8,765)
<TOTAL-LIABILITY-AND-EQUITY>
64,635
<SALES>
0
<TOTAL-REVENUES>
0
<CGS>
0
<TOTAL-COSTS>
0
<OTHER-EXPENSES>
892
<LOSS-PROVISION>
0
<INTEREST-EXPENSE>
0
<INCOME-PRETAX>
0
<INCOME-TAX>
0
<INCOME-CONTINUING>
0
<DISCONTINUED>
0
<EXTRAORDINARY>
0
<CHANGES>
0
<NET-INCOME>
0
<EPS-PRIMARY>
(.00)
<EPS-DILUTED>
(.00)
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