U.S. Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-QSB
[ X ] QUARTERLY REPORT UNDER SECTION 13 or 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: March 31, 1996
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE EXCHANGE ACT
For the transition period from: to:
Commission file number: 33-26899-D
BEST OF AMERICA CORPORATION
(Exact Name of Registrant as specified in its charter)
COLORADO 84-1082394
(State or other jurisdiction (IRS Employer Identi-
of incorporation or organization fication Number)
1338 Gausse Blvd. Suite 200
Slidell, Louisiana 70458
(Address code of principal executive offices)
(504) 646-0261
(Issuer's telephone number)
Check mark whether the Issuer (1) has filed all reports required by Section 13
or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter
period that the Registrant was required to file such reports), and (2) has been
subject to the filing requirements for at least the past 90 days. YES: X NO:
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PREVIOUS FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13, or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by the court. YES: NO:
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
stock, as of the last practicable date: 7,629,000
Transitional Small Business Disclosure Format. YES: NO: X
<PAGE>
BEST OF AMERICA CORPORATION
Index
PART I FINANCIAL INFORMATION
- ------ ---------------------
Balance Sheet
March 31, 1996 3
Statements of Operations
Three Months
Ended March 31, 1995 and 1996
and Inception to March 31, 1996 4
Statements of Cash Flows
Three Months Ended
March 31, 1995 and 1996
and Inception to March 31, 1996 5
Notes to Financial Statements 6
Management's Discussion and Analysis of
Financial Condition and Results of
Operations 7
PART II
Other Information 8
Signatures 9
2
<PAGE>
Best of America Corporation
(A Development Stage Company)
Balance Sheet
(Unaudited)
March 31,
1996
-----------
Assets
Current Assets:
Cash $ 2,635
Inventory 16,556
Accounts receivable 18,884
-----------
Total current assets 38,075
Equipment, net of accumulated
depreciation 6,988
Other assets
Deposits 45,949
Patents, net of amortization 5,817
$ 96,829
Liabilities and Shareholders' Equity
Current Liabilities:
Due to affiliates $ 46,984
Accounts payable 83,587
-----------
Total current liabilities 130,571
Note payable - affiliate 128,361
Shareholders' equity
Preferred stock, $10 par value,
non-cumulative and convertible,
50,000,000 shares authorized,
no shares issued or outstanding -
Common stock, no par value,
1,000,000,000 shares authorized,
7,629,000 shares
issued and outstanding 258,930
Paid in capital 26,647
Deficit accumulated during the
development stage (447,680)
-----------
(162,103)
-----------
$ 96,829
===========
See accompanying notes to financial statements.
3
<PAGE>
Best of America Corporation
(A Development Stage Company)
Statements of Operations
For the Three Months Ended March 31, 1995 and 1996, and
The period from Inception (July 31, 1989) to March 31, 1996
(Unaudited)
Three Months Ended Inception to
1995 1996 March. 31, 1996
---------- ---------- ---------------
Revenue $ 39,027 $ 15,427 $ 439,078
Cost of sales 10,351 2,976 144,360
Operating expenses 44,431 77,076 739,288
-------- --------- ---------
Total expenses 54,782 80,052 883,648
-------- --------- ---------
Net (loss)
from operations (15,755) (64,625) (444,570)
Other income and expense:
Interest expense (1,555) (3,646) (60,217)
Other income - - 57,107
-------- ---------- ---------
Net (loss) $(17,310) $ (68,271) $(447,680)
======== ========= =========
Net (loss) per share $ .00 $ (.01) $ (.07)
======== ========= =========
Average shares outstanding 7,629,000 7,629,000 6,342,700
========= ========= =========
See accompanying notes to financial statements.
4
<PAGE>
Best of America Corporation
(A Development Stage Company)
Statements of Cash Flows
For the Three Months Ended March 31, 1995 and
1996, and the Period From Inception (July 31, 1989)
to March 31, 1996
(Unaudited)
Three Months Ended Inception to
1995 1996 March 31, 1996
------------ ------------- --------------
Cash from operations $ (6,476) $(44,814) $(173,070)
Cash flows from investing activities
Increase in deposits on
acquisitions - - (45,950)
Purchase of fixed assets (187) (127) (34,246)
------- -------- ---------
Net cash provided by (used in)
investing activities (187) (127) (80,196)
Cash flows from financing activities
Reorganization - - 53
Increase (decrease) in due to
affiliates 5,175 46,984 46,984
Increase in notes payable
affiliates - - 128,360
Repurchase of common stock - - (9,000)
Sale of common stock - - 89,504
-------- ------- ---------
Net cash provided by (used in)
financing activities 5,175 46,984 255,901
-------- --------- ---------
Increase (decrease) in cash (1,488) 2,043 2,635
Cash and cash equivalents,
beginning of period 5,777 592 - .
-------- -------- ---------
Cash and cash equivalents,
end of period $ 4,289 $ 2,635 $ 2,635
======== ======== =========
See accompanying notes to financial statements.
5
<PAGE>
Best of America Corporation
Notes to Financial Statements
The accompanying condensed unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to form 10-QSB. Accordingly, they do not
include all of the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the opinion of
management, all adjustments (consisting of normal recurring adjustments)
considered necessary for a fair presentation have been included. The results of
operations for the periods presented are not necessarily indicative of the
results to be expected for the full year. The accompanying financial statements
should be read in conjunction with the Company's form 10-KSB filed for the year
ended December 31, 1995.
Income (loss) per share was computed using the weighted average number of common
shares outstanding.
BASIS OF PRESENTATION
The accompanying financial statements have been prepared on a "going concern"
basis which contemplates the realization of assets and the liquidation of
liabilities in the ordinary course of business.
The Company has incurred operating losses during the periods ended March 31,
1995, and 1996, aggregating $17,310 and $68,271, and since inception of $447,680
and has negative working capital of $92,496 at March 31, 1996.
During the periods presented the Company has not generated positive cash flow
from operations and there can be no assurance that the trend will not continue.
Profitable operations are dependent upon, among other factors, the Company's
ability to obtain equity or debt financing and the Company's ability to finance,
manage, and construct car wash operations.
The Company is unable to project a level of revenue which would allow a reversal
of its history of operating losses in the near future. In this regard the
Company has undertaken the raising of additional equity capital and debt
financing. The Company's continued operations are dependent upon obtaining
financing.
6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
1. Material Changes in Financial Condition.
----------------------------------------
During the Three months ended March 31, 1996 the Company's principal source of
funding was derived from operations and loans from shareholders.
The Registrant's sources of liquidity for the remainder of 1996 are expected to
be generated from efforts to raise additional capital and advances from
affiliates. This capital is essential to the continued operation of the Company.
See the discussion of Capital Resources included in the Company's Report on Form
10-KSB for the year ended December 31, 1995 for additional information.
2. Material Changes in Results of Operations.
------------------------------------------
The operations of the Company for the periods presented include the operation of
one car wash facility owned by an affiliate. Revenue decreased during the three
months ended March 31, 1996 as compared to 1995 as a result of higher equipment
sales in 1995 as compared to 1996.
Cost of sales were lower during the three month period ended March 31, 1996 as
compared to 1995 because of the higher costs associated with the equipment sales
in 1995.
Selling general and administrative expenses increased for the three months ended
March 31, 1996 as compared to 1995 as a result of the Company=s attempts to
expand operations.
7
<PAGE>
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
------------------
Not applicable.
ITEM 2. CHANGES IN SECURITIES.
----------------------
Not applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
--------------------------------
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
----------------------------------------------------
Not applicable.
ITEM 5. OTHER INFORMATION.
------------------
Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
---------------------------------
(a) Not applicable.
(b) Not applicable.
8
<PAGE>
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.
Best of America Corporation
(Registrant)
Dated:
-----------------------------
By:
--------------------------------
President
9
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<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 2,635
<SECURITIES> 0
<RECEIVABLES> 18,884
<ALLOWANCES> 0
<INVENTORY> 16,556
<CURRENT-ASSETS> 38,075
<PP&E> 34,377
<DEPRECIATION> 27,389
<TOTAL-ASSETS> 96,829
<CURRENT-LIABILITIES> 130,571
<BONDS> 0
0
0
<COMMON> 258,930
<OTHER-SE> 26,647
<TOTAL-LIABILITY-AND-EQUITY> 96,829
<SALES> 15,427
<TOTAL-REVENUES> 15,427
<CGS> 2,976
<TOTAL-COSTS> 2,976
<OTHER-EXPENSES> 77,076
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,646
<INCOME-PRETAX> (68,271)
<INCOME-TAX> 0
<INCOME-CONTINUING> (68,271)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (68,271)
<EPS-PRIMARY> (.01)
<EPS-DILUTED> (.01)
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