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Previous: EFFECTIVE MANAGEMENT SYSTEMS INC, 10-C, 1996-06-07 |
Next: GENERAL PARCEL SERVICE INC, 10KSB/A, 1996-06-07 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 29, 1996
XEBEC GALLEON, INC.
(Exact name of registrant as specified in its charter)
NEVADA 33-55254-12 87-0438447
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
1800 EAST SAHARA, SUITE 107
LAS VEGAS, NEVADA 89104
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (702) 792-7479
<PAGE>
ITEM 2. Acquisition of Assets.
On May 29, 1996, Xebec Galleon, Inc., ("the Company"), in
consideration of the issuance of 200,000 authorized but unissued shares,
acquired $60,000.00 from Capital General Corporation ("Capital"), for $.30 per
share. The price of the shares was arbitrarily decided upon by both parties.
After the completion of the acquisition, Capital became the
holder of approximately 60.4% of the issued and outstanding common shares of the
Company. Before the acquisition, Capital was the holder of approximately 52.5%
of the outstanding shares of the Company. Krista Nielson, President and Director
of the Company, and David R. Yeaman, Secretary and Director of the Company are
both officers and directors of Capital.
The table below sets forth the percentage of voting securities
of the Company now beneficially owned by controlling shareholders, officers and
directors:
Number of Shares Percent of
Owner Beneficially Owned Voting Securities
Capital General Corporation* 724,800 60.4%
Yeaman Enterprises, Inc.* 300,000 25.0%
Krista Nielson* 40,000 3.3%
All Officers and Directors* 1,064,800 88.7%
*Capital General Corporation is a private corporation, the majority of its
shares (80%) are owned by another private corporation, Yeaman Enterprises, Inc.
The shareholders of Yeaman Enterprises are members of the family of David R.
Yeaman who is also an officer and director of the Company and Capital General.
Mr. Yeaman's beneficial ownership of the securities of the Company includes
shares directly owned by Capital General. Other owners of the stock of Capital
General include Krista Nielson, the Company's president. Mr. Yeaman and Ms.
Nielson control and have beneficial ownership of the shares owned by Capital
General and exercise shared voting power and shared investment power over those
shares.
In addition to the Company's cash acquisition, the Company has
entered into the business of marketing and promoting Internet products and
services.
ITEM 7. Financial Statements and Exhibits..
Exhibits:
Financial Statements for the period ended May 29, 1996
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
XEBEC GALLEON, INC.
Dated: May 29, 1996 By: s\Krista Nielson
------------------
Krista Nielson, President
<PAGE>
<TABLE>
<CAPTION>
XEBEC GALLEON, INC.
(A Development Stage Company)
BALANCE SHEETS
(Unaudited)
5/29/96 12/31/95
-------------- --------------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash in bank $ 60,000 $ -0-
--------------- ---------------
TOTAL CURRENT ASSETS 60,000 -0-
$ 60,000 $ -0-
=============== ==============
LIABILITIES & EQUITY
CURRENT LIABILITIES
Accounts payable $ -0- $ -0-
-------------- ---------------
TOTAL CURRENT LIABILITIES -0- -0-
STOCKHOLDERS' EQUITY Common Stock $.001 par value:
Authorized - 100,000,000 shares
Issued and outstanding
1,200,000 shares (1,000,000 in 1995) 1,200 1,000
Additional paid-in capital 60,800 1,000
Deficit accumulated during
the development stage (2,000) (2,000)
---------------- ---------------
TOTAL STOCKHOLDERS' EQUITY 60,000 -0-
$ 60,000 $ -0-
================ ===============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
XEBEC GALLEON, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
4/28/86
(Date of
Period ended Year ended inception) to
5/29/96 1995 5/29/96
------------- ---------- -------------
<S> <C> <C> <C>
Net sales $ -0- $ -0- $ -0-
Cost of sales -0- -0- -0-
------------ ---------- -------------
GROSS PROFIT (LOSS) -0- -0- -0-
General and
administrative expenses -0- -0- 2,000
------------ ---------- -------------
NET INCOME (LOSS) $ -0- $ -0- $ (2,000)
============ ========== =============
Net income (loss) per weighted
average common shares $ .00 $ .00
=========== =========
Weighted average number of
common shares used to compute
net income (loss) 1,000,000 1,000,000
============ =========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
XEBEC GALLEON, INC.
(A Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
(Unaudited)
Deficit
Accumulated
Common Stock Additional During
Par Value $.001 Paid-in Development
Shares Amount Capital Stage
------------ ----------- -------------- ------------
<S> <C> <C> <C> <C>
Balances at 4/28/86
(Date of inception) -0- $ -0- $ -0- $ -0-
Issuance of common stock (restricted)
at $.002 per share at 4/28/86 1,000,000 1,000 1,000
Net loss for period (1,950)
Balances at 12/31/86 1,000,000 1,000 1,000 (1,950)
Net loss for year (10)
------------ ----------- -------------- ------------
Balances at 12/31/87 1,000,000 1,000 1,000 (1,960)
Net loss for year (10)
------------ ----------- -------------- ------------
Balances at 12/31/88 1,000,000 1,000 1,000 (1,970)
Net loss for year (10)
------------ ----------- -------------- ------------
Balances at 12/31/89 1,000,000 1,000 1,000 (1,980)
Net loss for year (10)
------------ ----------- -------------- ------------
Balances at 12/31/90 1,000,000 1,000 1,000 (1,990)
Net loss for year (10)
------------ ----------- -------------- ------------
Balances at 12/31/91 1,000,000 1,000 1,000 (2,000)
Net loss for year -0-
------------ ----------- -------------- ------------
Balances at 12/31/92 1,000,000 1,000 1,000 (2,000)
Net loss for year -0-
------------ ----------- -------------- ------------
Balances at 12/31/93 1,000,000 1,000 1,000 (2,000)
Net loss for year -0-
------------ ----------- -------------- ------------
Balances at 12/31/94 1,000,000 1,000 1,000 (2,000)
Net loss for year -0-
------------ ----------- -------------- ------------
Balances at 12/31/95 1,000,000 1,000 1,000 (2,000)
Stock sold 200,000 200 59,800
Net loss for period -0-
------------ ----------- ------------- ------------
Balances at 5/29/96 1,200,000 $ 1,200 $ 60,800 $ (2,000)
============ ============ ============= ============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
XEBEC GALLEON, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
4/28/86
(Date of
Period Ended Year Ended inception) to
5/29/96 12/31/95 5/29/96
----------------- ------------------ ----------------
<S> <C> <C> <C>
OPERATING ACTIVITIES
Net income (loss) $ -0- $ -0- $ (2,000)
Adjustments to reconcile
net income (loss) to cash
used by operating activities:
Amortization -0- -0- 50
----------------- ------------------ ----------------
NET CASH PROVIDED (USED)
BY OPERATING ACTIVITIES -0- -0- (1,950)
INVESTING ACTIVITIES
Organization Costs -0- -0- (50)
----------------- ------------------ ----------------
NET CASH USED BY
INVESTING ACTIVITIES -0- -0- (50)
FINANCING ACTIVITIES
Proceeds from sale of
common stock 60,000 -0- 62,000
----------------- -------------- ----------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES 60,000 -0- 62,000
----------------- ------------------ ----------------
INCREASE IN CASH
AND CASH EQUIVALENTS 60,000 -0- 60,000
Cash and cash equivalents
at beginning of year -0- -0- -0-
CASH & CASH EQUIVALENTS
AT END OF PERIOD $ 60,000 $ -0- $ 60,000
================= ================== ================
</TABLE>
<PAGE>
XEBEC GALLEON, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
May 29, 1996
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES
Accounting Methods
The Company recognizes income and expenses based on
the accrual method of accounting.
Dividend Policy:
The Company has not yet adopted any policy regarding
payment of dividends.
Income Taxes:
The Company records the income tax effect of transactions
in the same year that the transactions enter into the
determination of income, regardless of when the
transactions are recognized for tax purposes. Tax credits
are recorded in the year realized. Since the Company has
not yet realized income as of the date of this report, no
provision for income taxes has been made.
In February, 1992, the Financial Accounting Standards
Board adopted Statement of Financial Accounting Standards
No. 109, Accounting for Income Taxes, which supersedes
substantially all existing authoritative literature for
accounting for income taxes and requires deferred tax
balances to be adjusted to reflect the tax rates in effect
when those amounts are expected to become payable or
refundable. The Statement is required to be applied in the
Company's financial statements for the fiscal year
commencing January 1, 1993. The Company has elected to
recognize the cumulative effect of the change in 1993. At
December 31, 1995 a deferred tax asset has not been
recorded due to the Company's lack of operations to
provide income to use the net operating loss carryover of
$2,000 which will expire December 31, 2006.
NOTE 2: DEVELOPMENT STAGE COMPANY
The Company was incorporated under the laws of the State
of Utah on April 28, 1986 and changed its state of
domicile to Nevada on December 30, 1993, and has been in
the development stage since incorporation.
NOTE 3: CAPITALIZATION
On April 28, 1986, the Company sold 1,000,000 shares of
its common stock to Capital General Corporation for $2,000
cash for an average consideration of $.002 per share. On
May 29, 1996, the Company sold 200,000 shares of its
common stock for $60,000 cash for an average consideration
of $.30 per share. The Company's authorized stock includes
100,000,000 shares of common stock at $.001 par value.
NOTE 4: RELATED PARTY TRANSACTIONS
The Company neither owns or leases any real property.
Office services are provided, without charge, by Capital
General Corporation. Such costs are immaterial to the
financial statements, and, accordingly, have not been
reflected therein. The officers and directors of the
Company are involved in other business activities and may,
in the future, become involved in other business
opportunities. If a specific business opportunity becomes
available, such persons may face a conflict in selecting
between the Company and their other business interests.
The Company has not formulated a policy for the resolution
of such conflicts.
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