SECURITIES 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 the quarterly period ended February 29, 2000
Commission file number 0-21210
NELX, INC.
----------------------
(Exact name of registrant as specified in its charter)
Kansas 84-0922335
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(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
10525 W. 23rd Place, Lakewood, CO 80215
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (304) 622-9599
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 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
----- -----
As of February 28, 2000, there were 46,352,042 outstanding shares of common
stock, par value $.0001.
<PAGE>
PART 1. FINANCIAL INFORMATION
ITEM 1. Financial Statements
<TABLE>
<CAPTION>
NELX, INC.
Consolidated Balance Sheet
(Unaudited)
February February
28, 2000 28, 1999
<S> <C> <C>
ASSETS
Current Assets
Cash & Cash Equivalents $ 3,161 $ 774
Property, Plant and Equipment
Plant and Plant Equipment 100,000 100,000
Equipment 8,654
Land
Buildings 54,175 54,175
------- ------
154,175 162,829
Less Accumulated Depreciation 104,411 114,266
-------- -------
Net Fixed Assets 49,764 48,563
TOTAL ASSETS $ 52,925 $ 49,337
=============== ===============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts Payable $ 24,255 $ 24,255
Accrued Expenses 10,037
Note Payable - Stockholder 72,650 61,650
Current Portion of Long-Term Debt 3,000
-----
Total Current Liabilities 96,905 98,941
Long Term Liabilities
Notes Payable
Total Liabilities 96,905 98,941
Stockholders' Equity
Common Stock. $0.0001 par value, 500,000,000 shares authorized
46,352,042 issued and outstanding at May 31, 1998 and November 30,
1998, respectively 4,435 4,635
Additional paid-in capital 7,630,475 7,623,975
Retained Deficit (7,678,890) (7,678,214)
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TOTAL STOCKHOLDERS' DEFICIT (43,980) (49,605)
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 52,925 $ 49,337
=============== ===============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
NELX, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Nine Months Ended February 28,
(Unaudited)
1999 1998
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<S> <C> <C>
REVENUES
Gain/Loss on Sale of Assets 875
Consulting Fees
Misc Income
Cost of Sales
--------------- ---------------
Gross Profit - 875
EXPENSES
Interest 500 4,542
Office Expense 2,849 3,314
Professional Fees 4,200 4,450
Telephone & Utilities 44 597
--- ---
Total Operating Expenses 7,593 12,903
NET INCOME (LOSS) $ (7,593) $ (12,028)
=============== ===============
Profit (Loss) per common share (0.00) (0.00)
Weighted average number of shares outstanding 46,352,042 46,352,042
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
NELX, INC.
Consolidated Statement of Cash Flows
(Unaudited)
Nine Months
Ended February 28,
2000 1999
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<S> <C> <C>
Cash Flows from Operating Activities:
Net Profit (Loss) $(7,593) $ (12,028)
Depreciation
(Decrease) Increase in Accounts Payable (54,510)
(Decrease) Increase in Accrued Expenses
(Increase) Decrease in Other Assets
(Increase) Decrease in Accounts Receivable
------------- -------------
Net Cash Flows Used for Operating Activities (7,593) (66,538)
Cash Flows from Investing Activities
(Purchase) Sale of Fixed Assets 27,825
(Purchase) Sale of Note Receivable
(Purchase) Sale of Investment
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Net Cash (Used by) From Investing Activities - 27,825
Cash Flows from Financing Activities
Increase (Decrease) in Note Payable 4,000 (120,175)
Sale of Common Stock 6,500 158,000
Sale of Treasury Stock 1
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Total Cash from (Used by) Financing Activities 10,501 37,825
Increase (Decrease) in Cash 2,908 (888)
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-------------
Cash and Cash Equivalents - Beginning of Period 254 (8,533)
-------
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Cash and Cash Equivalents - end of Period 3,162 (9,421)
============= =============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
NELX, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months Ended February 28,
(Unaudited)
2000 1999
---- ----
<S> <C> <C>
REVENUES
Gain/(Loss) on Sale of Assets 875
Consulting Fees
Misc Income
Cost of Sales
---------------
Gross Profit - 875
EXPENSES
Interest -
Office Expense 177 911
Professional Fees 1,500
Telephone & Utilities 106
---
Total Operating Expenses 1,677 1,017
NET INCOME (LOSS) $ (1,677) $ (142)
=============== ===============
Loss per Common Share (0.00) (0.00)
Weighted average number of shares outstanding 44,352,042 46,352,042
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
NELX, INC.
Consolidated Statement of Cash Flows
(Unaudited)
Three Months
Ended February 28,
2000 1999
---- ----
<S> <C> <C>
Cash Flows from Operating Activities:
Net Profit (Loss) $(1,677) $ (142)
Depreciation
(Decrease) Increase in Accounts Payable 1,000 (9,000)
(Decrease) Increase in Accrued Expenses
(Increase) Decrease in Other Assets
(Increase) Decrease in Accounts Receivable
------------- -------------
Net Cash Flows Used for Operating Activities (677) (9,142)
Cash Flows from Investing Activities
(Purchase) Sale of Fixed Assets 31,000
(Purchase) Sale of Note Receivable
(Purchase) Sale of Investment
------------- -------------
Net Cash (Used by) From Investing Activities - 31,000
Cash Flows from Financing Activities
Increase (Decrease) in Note Payable 3,000 (25,175)
Sale of Common Stock (1,000)
Sale of Treasury Stock
------------- -------------
Total Cash from (Used by) Financing Activities 2,000 (25,175)
Increase (Decrease) in Cash 1,323 (3,317)
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Cash and Cash Equivalents - Beginning of Period 1,838 4,091
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Cash and Cash Equivalents - end of Period 3,161 774
============= =============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
NELX, INC.
Consolidated Statement of Cash Flows
(Unaudited)
Three Months
Ended February 28,
2000 1999
---- ----
<S> <C> <C>
Cash Flows from Operating Activities:
Net Profit (Loss) $(1,677) $ (142)
Depreciation
(Decrease) Increase in Accounts Payable 1,000 (9,000)
(Decrease) Increase in Accrued Expenses
(Increase) Decrease in Other Assets
(Increase) Decrease in Accounts Receivable
------------- -------------
Net Cash Flows Used for Operating Activities (677) (9,142)
Cash Flows from Investing Activities
(Purchase) Sale of Fixed Assets 31,000
(Purchase) Sale of Note Receivable
(Purchase) Sale of Investment
------------- -------------
Net Cash (Used by) From Investing Activities - 31,000
Cash Flows from Financing Activities
Increase (Decrease) in Note Payable 3,000 (25,175)
Sale of Common Stock (1,000)
Sale of Treasury Stock
------------- -------------
Total Cash from (Used by) Financing Activities 2,000 (25,175)
Increase (Decrease) in Cash 1,323 (3,317)
-------
Cash and Cash Equivalents - Beginning of Period 1,838 4,091
-----
Cash and Cash Equivalents - end of Period 3,161 774
============= =============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
NELX, INC.
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
February 28, 1999
Common Stock Additional
Paid - In Accumulated
# of Shares Amount Capital Deficit
------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Balance at May 31, 1995 10,437,581 $ 1,044 $ 5,195,578 $ (1,119,758)
Issuance of Common Stock
for Cash 1,520,100 152 382,086
Issuance of Common Stock
for Services Rendered 4,058,619 406 917,520
Issuance of Common Stock
for Assets acquired or Reduction
in Liabilities 2,931,000 293 688,596
May 31, 1996 - Net Loss (2,903,569)
------------------------------------------------------------------------
Balance at May 31, 1996 18,947,300 1,895 7,183,780 (4,023,327)
Issuance of Common Stock
for Cash 185,280 19 9,245
Issuance of Common Stock
for Services Rendered 6,344,462 634 248,137
May 31, 1997 - Net Loss (4,093,083)
------------------------------------------------------------------------
Balance at May 31, 1997 25,477,042 2,548 7,441,162 (8,116,410)
Issuance of Common Stock
for Cash 20,875,000 2,087 24,813
May 31, 1998 - Net Loss (184,932)
------------------------------------------------------------------------
Balance at May 31, 1998 46,352,042 4,635 7,465,975 (8,301,342)
Sale of Treasury Stock
for Cash 158,000
Prior Year Adjustment 635,156
February 28, 1999 Net Loss (12,028)
------------------------------------------------------------------------
Balance at February 28, 1999 46,352,042 4,635 7,623,975 (7,678,214)
========================================================================
</TABLE>
<PAGE>
ITEM 2.
Management's Discussion and Analysis of Financial Condition and Results of
Operations.
Results of Operations for nine month period ended February 28, 2000 compared to
same period in 1999.
The Company has experienced continuing operating expenses for the nine month
period of $7,593 compared to $12,903 in the same period in 1999. The revenues
for the period totaled $0 from oil and gas operations compared with $0 for same
period in 1999. Miscellaneous revenues were none in the period in 2000 and $875
in 1999. The Company recorded net loss of ($7,593) for the period as compared to
($12,028) for the same period in fiscal year 1999. The Company losses on
operations will continue until income from any operations can be achieved. While
the Company is seeking capital sources for investment, there is no assurance
that sources can be found. The Company has no revenues and has no other income
except miscellaneous.
Results of Operations for the three month period ended February 28, 2000
compared to same period in 1999.
The Company has experienced continuing operating expenses for the three
month period of $1,677 compared to $1,017 in the same period in 1999. The
revenues from operations for the period were $0 compared with $0 for same period
in 1999. In the three month period in 2000, the Company had no miscellaneous
income compared to $875 in miscellaneous income in 1999. The Company recorded a
net loss of ($1,677) for the period as compared to ($142) net income for the
same period in fiscal year 1999. The Company losses on operations will continue
until income from any operations can be achieved. While the Company is seeking
capital sources for investment, there is no assurance that sources can be found.
The Company has no revenues and has no other income except miscellaneous.
Liquidity and Capital Resources
The Company had minimal cash capital at the end of the period. The
Company will be forced to either borrow or make private placements of stock in
order to fund any operations. No assurance exists as to the ability to achieve
sales of assets or loans against the assets, or make private placements of
stock.
Analysis of Financial Condition
At February 29, 2000, there were current liabilities payable of
$96,905. The Company had no source of income. Long term debt was none. The
Company had, at period end, $3,161 in current assets, and the deficit in current
assets to current debts and liabilities was ($93,744).
<PAGE>
PART II
OTHER INFORMATION
Item 1. Legal proceedings - None.
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) The following are filed as Exhibits to this
Quarterly Report. The numbers refer to the
Exhibit Table of Item 601 of Regulation S-K:
None.
(b) Reports on Form 8-K filed during the three
months ended February 29, 2000:
(incorporated by reference)
None.
<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.
NELX, Inc.
(Registrant)
Date: April 21, 2000 /s/ Charles L. Stout
------------------------------------
Charles L. Stout, President
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAY-31-2000
<PERIOD-END> FEB-29-2000
<CASH> 3161
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 3161
<PP&E> 154175
<DEPRECIATION> 10441
<TOTAL-ASSETS> 52925
<CURRENT-LIABILITIES> 96905
<BONDS> 0
0
0
<COMMON> 4435
<OTHER-SE> (48415)
<TOTAL-LIABILITY-AND-EQUITY> (43980)
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 7593
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (7593)
<INCOME-TAX> 0
<INCOME-CONTINUING> (7593)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (7593)
<EPS-BASIC> (.00)
<EPS-DILUTED> (.00)
</TABLE>