SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 2000
OR
[ ] 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 0-23712
PARKS AMERICA! INC.
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(Exact name of small business issuer as specified in its charter)
Washington 91-1395124
- -------------------------------- ------------------------------------
(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
222 East State Street, Eagle, ID 83616
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(Address of principal executive offices)
(208) 342-8888
---------------------------
(Issuer's telephone number)
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(Former name, former address and former fiscal year if
changed since last report)
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 reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes X No
As of April 30, 2000, there 17,084,017 shares of the issuer's Common Stock,
$.01 par value, outstanding.
<PAGE>
PARKS AMERICA! INC.
INDEX
Page
Number
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets as of March 31, 2000 and
June 30, 1999......................................... 3
Statements of Operations for the Three Months and
Nine Months Ended March 31, 2000 and 1999............. 4
Statements of Cash Flows for the Nine Months Ended
March 31, 2000 and 1999............................... 5
Notes to Financial Statements......................... 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.................... 7
PART II - OTHER INFORMATION............................................. 8
SIGNATURES.............................................................. 9
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. - FINANCIAL STATEMENTS
PARKS AMERICA! INC.
BALANCE SHEETS
<TABLE>
March 31, 2000 June 30, 1999
----------------- ----------------
<S> <C> <C>
ASSETS
Current Assets:
Cash $7,019 $60,266
Accounts Receivable 27,450 -
Receivable - Shareholder 0 30,600
----------------- -----------------
Total current assets: 34,469 90,866
Property Plant & Equipment 85,786 72,336
Less: Accumulated Depreciation 30,919 23,311
----------------- -----------------
Net Property Plant & Equipment 54,867 47,025
Land Options 91,000 57,000
Other Assets:
Deposits 24,570 22,020
Investments 58,158 40,444
Promotional Materials 23,283 -
Development Costs 43,862 122,423
Other 245 245
----------------- -----------------
Total other assets 150,118 242,132
----------------- -----------------
Total assets 330,454 382,023
================= =================
LIABILITIES AND STOCKHOLDERS EQUITY
Current liabilities:
Accrued expenses 40,278 122,198
Deferred Revenue 200,728 59,750
Accounts payable 18,392 -
Advances - Shareholders 83,422
----------------- -----------------
Total current liabilities 342,820 181,948
Long-Term Note Payable 1,563
Minority Interest 145,000
Stockholders' equity
Common Stock, $.01 par value 171 150
Additional paid in capital 11,768 979,266
Retained earnings (25,868) (924,341)
----------------- -----------------
Total stockholders' equity (13,929) 55,075
----------------- -----------------
Total liabilities and stockholders' equity 330,454 382,023
================= =================
</TABLE>
See accompanying notes to financial statements
3
<PAGE>
PARKS AMERICA! INC.
STATEMENT OF OPERATIONS
<TABLE>
Three Months Ended Nine Months Ended
March 31, March 31,
------------------------------- -------------------------------
2000 1999 2000 1999
------------- ------------- ------------- --------------
<S> <C> <C> <C> <C>
Revenues
Sales 0 0 0 0
------------- ------------- ------------- --------------
Expenses:
Selling, general and administrative
Interest 62,269 53,241 326,431 191,748
0 8,000 290 107,275
------------- ------------- ------------- --------------
Total expenses 62,269 61,241 326,721 299,023
------------- ------------- ------------- --------------
Net loss (62,269) (61,241) (326,721) (299,023)
============= ============= ============= ==============
Loss per share - - (.02) (.02)
============= ============= ============= ==============
Weighted average shares outstanding
17,084,017 15,000,000 15,694,672 15,000,000
============= ============= ============= ==============
</TABLE>
See accompanying notes to financial statements
4
<PAGE>
PARKS AMERICA! INC.
STATEMENTS OF CASH FLOWS
<TABLE>
Nine Months Ended
March 31,
2000 1999
----------- ------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss (326,721) (299,023)
Adjustments to reconcile net loss to net cash used by
operating activities:
Depreciation 7,608
Changes in assets and liabilities:
Receivables
Accounts Payable 3,150 29,768
Accrued Expenses 18,392 29,193
Advances - Shareholders 59,058 110,484
83,422 -
------------- --------------
Net cash (used in) operating activities (155,091) (129,578)
------------- --------------
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES:
Purchase sale of Buildings and Equipment (13,450) 121,229
Purchase of Land Option (34,000) (1,000)
Development Costs 55,278 (11,488)
Investment in Subsidiary (17,714) -
Deposits (2,550) -
------------- --------------
Cash (Used in) provided by Investing Activities (12,436) 108,741
------------- --------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Purchase of Minority Interests (145,000)
Proceeds from the sale of shares 257,717 18,000
Loan proceeds 1,563 -
------------- --------------
Net cash provided by financing activities 114,280 18,000
------------- --------------
Net increase (decrease) in cash (53,247) (2,837)
Cash and cash equivalents, at beginning of period 60,266 3,447
------------- --------------
Cash and cash equivalents, at end of period 7,019 610
============= ==============
</TABLE>
See accompanying notes to financial statements
5
<PAGE>
PARKS AMERICA! INC.
NOTES TO FINANCIAL STATEMENTS
1. INTERIM FINANCIAL PRESENTATION
The financial statements have been prepared by the Company without audit
and are subject to year-end adjustment. Certain information and footnote
disclosure normally included in financial statements prepared in accordance with
generally accepted accounting principles have been condensed or omitted pursuant
to the rules and regulations of the Securities and Exchange Commission. These
interim statements should be read in conjunction with the audited financial
statements filed by the Company on Form 8-K with the Securities and Exchange
Commission. The financial statements reflect all adjustments (which include only
normal recurring adjustments) which, in the opinion of management, are necessary
to present fairly the Company's financial position, results of operations and
cash flows.
Results of operations for the three months and nine months ended March 31,
2000 and 1999, are not necessarily indicative of results to be achieved for the
full fiscal year.
2. BASIS OF PRESENTATION
The acquisition by Parks America! Inc. (formerly Wincanton Corporation) on
December 8, 1999 of Northwest Parks LLC has been treated as a reverse
acquisition since Northwest Parks LLC and its subsidiaries are the continuing
entities as a result of the recapitalization and restructuring. On this basis,
the financial statements prior to December 8, 1999 represent the financial
statements of Northwest Parks LLC and Subsidiaries. The shareholders equity
accounts of the Company have been retroactively adjusted to reflect the issuance
of the 12,000,000 shares of common stock (after the effect of the reverse stock
split of 1:100 on December 13, 1999).
6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
MATERIAL CHANGES IN RESULTS OF OPERATIONS
Three Months Ended March 31
There were no revenues for either the three months ended March 31, 2000 or
March 31, 1999 as the sole business activity of the Company was the development
of its real estate for sale.
General and administrative expenses increased by $9,028 or 17% to $62,269
for the three months ended March 31, 2000 from $53,241 for the corresponding
period of the prior year. This increase resulted from the expensing of unpaid
and past due salaries, audit fees, legal fees in connection with the merger with
Wincanton Corporation and expenses in changing the Company's business.
Interest expense decreased by $8,000 or 100% to $0 for the three months
ended March 31, 2000 from $8,000 for the corresponding period of the prior year.
The decrease in interest expense resulted from the sale of certain property in
April 1999 on which there was a significant principal balance or which interest
accrued.
As a result of the foregoing, the Company's net operating loss increased by
$1,028 or 1.6% to $62,269 for the three months ended March 31, 2000 from $61,241
for the corresponding period of the prior year.
Nine Months Ended March 31
There were no revenues for either the nine months ended March 31, 2000 or
March 31, 1999 as the sole business activity of the Company was the development
of its real estate for sale.
General and administrative expenses increased by $134,683 or 70.2% to
$326,431 for the nine months ended March 31, 2000 from $191,748 for the
corresponding period of the prior year. This increase is the result of the
expensing of unpaid and past due salaries, audit fees, legal fees in connection
with the merger with Wincanton Corporation and expenses in changing the
Company's business.
Interest expense decreased by $106,985 or 99.7% to $290 for the nine months
ended March 31, 2000 from $106,985 for the corresponding period of the prior
year. This decrease resulted from the sale of certain property in April 1999 on
which there was a significant principal balance on which interest accrued.
As a result of the foregoing, the Company's net operating loss increased by
$27,698 or 9.3% to $326,721 for the nine months ended March 31, 2000 from
$299,023 for the corresponding period of the prior year.
7
<PAGE>
CHANGES IN FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
For the past twelve months, the Company has funded its operating losses and
capital requirements through the sale of stock and loans from its shareholders.
As of March 31, 2000, the Company had a cash balance of $7,019 and a working
capital deficit of $308,351. This compares with cash of $610 and a working
capital deficit of $477,580 for the corresponding period of the prior year.
Net cash used in operating activities increased to $155,091 from $129,528
for the nine months ended March 31, 2000 and 1999, respectively. The increase in
cash used in operations resulted almost exclusively from the increase in the net
operating loss.
Cash flows used in investing activities for the nine months ended March 31,
2000 increased to $12,436 from $108,741 provided by investing activities for the
corresponding period of the prior year. This charge resulted from a reduction in
the sale of equipment and a $40,000 investment in a subsidiary.
Net cash provided by financing activities increased to $114,280 from
$18,000 for the nine months ended March 31, 2000 and 1999, respectively. This
increase is attributable to increased sales of shares which was partially offset
by the repurchase of a minority interest.
The Company has experienced significant operating losses throughout its
history, and the acquisition of assets will acquire substantial funds for the
development of its business. Therefore, the Company's ability to survive is
dependent on its ability to raise capital through the issuance of stock or
borrowing of additional funds. Without the success of one of these options, the
Company will not have sufficient cash to satisfy its working capital and
investment requirements for the next twelve months.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a. Exhibits
1. 27.1 Financial Data Schedule
b. Reports on Form 8-K
None
8
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereto
duly authorized.
PARKS AMERICA! INC.
/s/ Larry Eastland
---------------------------
Larry Eastland, Chairman
May 10, 2000
/s/ Robert Klosterman
---------------------------
Robert Klosterman, President, Chief
Financial Officer and Chief Executive Officer
May 10, 2000
9
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-mos
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JUL-01-1999
<PERIOD-END> MAR-31-2000
<CASH> 7,019
<SECURITIES> 0
<RECEIVABLES> 27,450
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 34,469
<PP&E> 54,869
<DEPRECIATION> 0
<TOTAL-ASSETS> 330,454
<CURRENT-LIABILITIES> 342,820
<BONDS> 0
0
0
<COMMON> 171
<OTHER-SE> (14,100)
<TOTAL-LIABILITY-AND-EQUITY> 330,454
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 326,721
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (326,721)
<INCOME-TAX> 0
<INCOME-CONTINUING> (326,721)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (326,721)
<EPS-BASIC> (.02)
<EPS-DILUTED> (.02)
</TABLE>
