SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For Quarter Ended Sept. 30, 1997 Commission File No. 33-30476-D
RENEGADE VENTURE (NEV.) CORPORATION
(Exact name of Registrant as specified in its charter)
NEVADA 84-1108499
(State or other jurisdiction of (I.R.S. Empl. Ident. No.)
incorporation or organization)
90 Madison Street, Suite 707
Denver, Colorado 80206
(Address of Principal Executive Offices) (Zip Code)
(303) 355-3000
(Registrant's Telephone Number, including Area Code)
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or such shorter period that the Registrant was required to file
such reports), and (2) has been subject to such filing to such
filing requirements for at least the past 90 days.
Yes No X
The number of shares outstanding of each of the Registrant's
classes of common equity, as of Sept. 30, 1997 are as follows:
Class of Securities Shares Outstanding
------------------- ------------------
Common Stock, $.001 par value 320,000
INDEX Page of
Report
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
Balance Sheets:
As of Sept. 30, 1997 (Unaudited) and December 31, 1996........ 3
Statement of Operations (Unaudited):
For the nine months ended Sept. 30, 1997 and 1996 and
Cumulative from inception (February 13, 1989) through
Sept. 30, 1997................................................ 4
Statements of Cash Flows (Unaudited):
For the nine months ended Sept. 30, 1997 and 1996 and
Cumulative from inception (February 13, 1989) through
Sept. 30, 1997................................................ 5
Notes to Financial Statements (Unaudited)..................... 6
Item 2. Management's Discussion and Analysis or Plan of Operation 7
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K........................ 7
Signatures.................................................. 8
RENEGADE VENTURE (NEV.) CORPORATION
(A Development Stage Company)
Balance Sheets
(Unaudited)
Sept. 30, Dec. 31,
1997 1996
--------- --------
ASSETS
CURRENT ASSETS
Cash 19,402 27,528
--------- ---------
Total Current Assets 19,402 27,528
TOTAL ASSETS 19,402 27,528
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable 1,458 1,458
--------- ---------
Total Liabilities 1,458 1,458
STOCKHOLDERS' EQUITY
Common stock, no par value; 50,000,000
shares authorized, 320,000 shares
issued and outstanding 63,125 63,125
Deficit accumulated during the
development stage (45,181) (37,055)
--------- ---------
Total Stockholders' Equity 17,944 26,070
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY 19,402 27,528
========= =========
See accompanying notes to financial statements.
RENEGADE VENTURE (NEV.) CORPORATION
(A Development Stage Company)
Statement of Operations
(Unaudited)
Cumulative from
inception
(Feb. 13, 1989)
For The Nine Months Ended, through
Sept. 30, Sept. 30, Sept. 30,
1997 1996 1997
----------- ----------- --------------
Revenues 0 0 0
----------- ------------ --------------
Costs and Expenses:
Legal and acct. services 2,466 2,663 25,256
Stock transfer and promotion 3,439 615 20,620
Office and postage 0 538 3,378
Amortization 0 0 1,760
General and administrative 2,221 0 2,221
----------- ----------- -------------
Total Expenses 8,126 3,816 53,235
----------- ----------- -------------
Loss from operations (8,126) (3,816) (53,235)
----------- ----------- -------------
Other Income
Interest income 0 0 8,054
----------- ----------- -------------
Net Loss Incurred during
Development Stage (8,126) (3,816) (45,181)
----------- ----------- --------------
Net Loss per common share (.01) (.01)
----------- -----------
Weighted average shares
outstanding 320,000 320,000
----------- -----------
Dividends declared per common - -
----------- -----------
See accompanying notes to financial statements.
RENEGADE VENTURE (NEV.) CORPORATION
(A Development Stage Company)
Statements of Cash Flows
(Unaudited)
Cumulative from
For the Nine months ended, inception (Feb. 13,
Sept. 30, 1989) through
1997 1996 Sept. 30, 1997
---------- ---------- ----------------
Cash flow operating activities
Net loss (4,222) (3,491) (45,181)
Adjustments to reconcile net
loss to net cash used by
operating activities:
Amortization 0 0 1,760
Increase (decrease) in
accounts payable 0 (325) 1,458
--------- ---------- -----------------
Net cash provided by (used
In) operating activities (4,222) (3,816) (41,963)
Cash flow from investing
activities
Net cash provided by
investing activities 0 0 (1,760)
--------- ---------- ----------------
Cash flows from financing
activities
Net cash provided by
financing activities 0 0 63,125
---------- ---------- ----------------
Net increase (decrease)
in cash (4,222) (3,816) 19,402
---------- ---------- ----------------
Cash and cash equivalents
at beg. of period 23,624 32,148 0
---------- ---------- ----------------
Cash and cash equivalents
at end of period 19,402 28,332 19,402
---------- ---------- ----------------
See accompanying notes to financial statements.
RENEGADE VENTURE (NEV.) CORPORATION
(A Development Stage Company)
Notes to Financial Statements
(UNAUDITED)
Note 1. Renegade Venture Corporation ("Company") was incorporated in the
State of Colorado on February 13, 1989. The Company was to obtain
funding from a public offering in order to provide a vehicle to
acquire or engage in one or more business opportunities believed by
management to have a potential for profitability. The accompanying
unaudited financial statements of the Company have been prepared on
the accrual basis and in accordance with the instructions to Form
10-QSB and 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 accruals) considered necessary for a
fair presentation have been included. These financial statements
should be read in conjunction with the financial statements and
notes thereto included in the Company's annual report on Form 10-KSB
for the fiscal year ended December 31, 1996.
Note 2. During the year ended December 31, 1996, the Company incurred a net
loss of $5,753 and, as of that date, had accumulated a deficit of
$37,055. The Company had no operations during the third quarter
covered by these statements and realized no revenues, although it
incurred a loss for the quarter of $751.
Note 3. Future working capital requirements are dependent on the Company's
ability to attain profitable operations, to restructure its financ-
ing arrangements or capital structure, and to obtain financing or
new capital as required. It is not possible at this time to predict
the outcome of future operations, restructuring efforts, or whether
the necessary alternative financing can be arranged.
Note 4. Subsequent to quarter ended June 30, 1996, the Company's share-
holders approved at a special meeting an amendment to the Company's
certificate of incorporation which effected a 1-for-100 reverse
split (combination) of the Company's Common Stock and, in conjunc-
tion with such combination, an increase in the number of authorized
shares and eliminate the $.0001 per share par value of the common
shares, changing them to shares without par value. As a result of
the reverse split, the 32,000,000 common shares of the Company,
$.0001 par value, issued and outstanding prior to the reverse split
were changed into 320,000 common shares without par value. No
preferred shares are issued or outstanding. Following the reverse
split and amendment to the articles of incorporation, the Company's
articles of incorporation authorize the issuance of 50,000,000
shares of common stock without par value and 15,000,000 preferred
shares without par value.
Note 5. On September 22, 1997, the Company was redomiciled to Nevada by
merging into its wholly owned subsidiary Renegade Venture (Nev.)
Corporation, a Nevada corporation, which now is the name of the
Company. The merger effected a 1:1 stock exchange, where the 320,000
outstanding shares of common stock, no par value, of Renegade
Venture Corporation were exchanged for 320,000 shares of the common
stock, $.001 par value, of the Company.
Note 6. Loss per common share is based on the weighted average number of
common shares outstanding during the period.
Item 2. Management's Discussion and Analysis or Plan of Operation.
BACKGROUND. Renegade Venture Corporation was
incorporated in the state of Colorado on February 13, 1989.
On September 22, 1997, it was redomiciled to the state of
Nevada by merging into its wholly owned subsidiary Renegade
Venture (Nev.) Corporation ("Company"), a Nevada corporation,
which now is the name of the Company. The merger effected a
1:1 stock exchange, where the 320,000 outstanding shares of
common stock, no par value, of Renegade Venture
Corporation were exchanged for 320,000 shares of common
stock, $.001 par value, of the Company.
The Company is in the development stage in
accordance with Financial Accounting Standards Board
Standard No. 7. The Company has not been operational,
other than occasionally searching for a business or venture to
acquire, as described below, or had revenues other than
interest income since its inception.
On May 4, 1990, the Company completed a small
public offering of its securities made pursuant to a registration
statement of Form S-18, selling 5,000,000 of 7,500,000 units
offered, at the price of $.02 per unit. In this offering the
Company realized net proceeds of $61,476 on gross proceeds
of $100,000 raised in the offering. Each unit sold consisted of
TWO shares of common stock of the Company, $.0001 par
value, and ONE Class A Common Stock Purchase Warrant,
exercisable until December 7, 1991, at a price of $.02 to
purchase one share of common stock and one Class B
Common Stock Purchase Warrant. All of the Class A and
Class B warrants expired without having been exercised.
FORWARD LOOKING STATEMENTS. This report
contains certain forward-looking statements and information
relating to the Company that are based on the beliefs of its
management as well as assumptions made by and information
currently available to its management. When used in this
report, the words "anticipate", "believe", "estimate",
"expect", "intend", "plan" and similar expressions, as they
relate to the Company or its management, are intended to
identify forward-looking statements. These statements reflect
management's current view of the company with respect to
future events and are subject to certain risks, uncertainties and
assumptions. Should any of these risks or uncertainties
materialize, or should underlying assumptions prove incorrect,
actual results may vary materially from those described in this
report as anticipated, estimated or expected. The Company's
realization of its business aims will depend in the near future
principally on the successful completion of its acquisition of
operations as discussed below.
BUSINESS OF THE COMPANY. The Company's
sole business at this point is to seek to acquire assets of or an
interest in a small to medium-size company or venture actively
engaged in a business generating revenues or having
immediate prospects of generating revenues. The Company
plans to acquire such assets or shares by exchanging therefor
the Company's securities. In order to avoid becoming subject
to regulation under the Investment Company Act of 1940, as
amended, the Company does not intend to enter into any
transaction involving the purchase of another corporation's
stock unless the Company can acquire at least a majority
interest in that corporation. The Company has not identified
any industry, segment within an industry or type of business,
nor geographic area, in which it will concentrate its efforts,
and any assets or interest acquired may be in any industry or
location, anywhere in the world. The Company will give
preference to profitable companies or ventures with a
significant asset base sufficient to support a listing on a
national securities exchange or quotation on the NASDAQ
system. Members of the Company's management, all of whom
are devoting part time to the Company's affairs, plan to search
for an operating business or venture which the Company can
acquire, thereby becoming an operating company. There is no
assurance that the Company will be successful in this endeavor
or that any business, venture or assets acquired will be
profitable.
RESULTS OF OPERATIONS. During the fiscal
quarter ended September 30, 1997 (the third quarter of the
year), the Company incurred a net loss of $4,222 as
compared to a net loss of $3,491 for the quarter ended
September 30, 1996. Expenses for the first quarter related
primarily to accounting fees, legal fees and other costs
incurred in regard to the Company's SEC filings.
LIQUIDITY AND CAPITAL RESOURCES. The
Company had $19,402 cash on hand at the end of the third
quarter. The Company has, since inception, accumulated a
deficit (net loss) of $45,181. The Company had no other
liquid assets, nor any current plans to raise capital.
Whether the Company ultimately becomes a going concern
depends upon its success in finding and acquiring a suitable
private business and the success of that acquired business. At
this time, the Company has no commitment for any capital
expenditure and foresees none. Offices are provided without
charge to the Company. However, the Company will incur
routine fees and expenses incident to filing of periodic reports
with the Securities and Exchange Commission, and it will
incur fees and expenses in the event it makes or attempts to
make an acquisition. As a practical matter, the Company
expects no significant operating costs other than professional
fees payable to attorneys and accountants.
In regard to a proposed acquisition, the Company
anticipates requiring the target company to deposit with the
Company a retainer which the Company can use to defray
such professional fees and costs. In this way, the Company
could avoid the need to raise funds for such expenses or
becoming indebted to such professionals. Moreover,
investigation of business ventures for potential acquisition will
involve some costs, at the least postage and long-distance
telephone charges. Management hopes, once a candidate
business venture is deemed to be appealing, to likewise secure
a deposit from the business venture to defray expenses of
further investigation, such as air travel and lodging expenses.
An otherwise desirable business venture may, however,
decline to post such a deposit.
The Company has no credit available to it and is
unable to borrow money. Management does not anticipate
raising funds through the sale of securities or otherwise, and it
is unlikely that significant funds could be raised in a securities
offering, in any event. This inability to raise funds could
negatively affect the Company's realization of its business
purpose.
Item 6. Exhibits and Reports on Form 8-K.
(a) EXHIBITS. Exhibit 27 - Financial Data
Schedule.
(b) REPORTS ON FORM 8-K. NONE
SIGNATURES
In accordance with the requirements of the Exchange
Act, the Registrant caused this Report on Form 10-QSB to be
signed on its behalf by the undersigned, thereunto duly
authorized.
DATED: March 9, 1998
RENEGADE VENTURE (NEV>) CORPORATION
/s/ Randy J. Sasaki
By............................................
Randy J. Sasaki, Chief Executive Officer
and Chief Financial Officer
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THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM
FORM 10-QSB FOR THE PERIOD ENDED SEPT. 30, 1997 AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FORM 10-QSB.
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