FORM 10-QSB - Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[ X ] Quarterly Report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934.
For the period ended March 31, 1996
or
[ ] Transition Report Pursuance to Section 13 or 15(d) of the Securities
Exchange act of 1934.
For the transition period from to
Commission File Number 33-32341-D
SAGE RESOURCES,
INC.
(Exact name of registrant as specified in its charter)
Colorado 84-1127336
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
10 Exchange Place, Suite 309, Salt Lake City, Utah 84111
(Address of principal executive offices) (Zip Code)
(801) 364-3500
(Registrant's telephone number, including area code)
2601 Blake Street, Denver, Colorado 80205
(Former name, former address and former fiscal year, if changed
since last report.)
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 such filing requirements for the past 90 days.
[ X ] Yes [ ] No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:
Indicated by check mark whether the registrant has filed all documents
and reports required to be filed by Sections 12, 13 or 15(d) of the
Securities Exchange Act of 1934 subsequent to the distribution of
securities under a plan confirmed by a court.
[ ] Yes [ ] No
APPLICABLE ONLY TO CORPORATE ISSUERS:
As of March 31, 1996, Registrant had 60,000 shares of common stock, no Par
Value, outstanding.
SAGE RESOURCES, INC.
(A Development Stage Company)
INDEX
Page
Number
Part I. Financial Information
Item I. Financial Statements
Condensed Balance Sheets as of March 31,
1996 (Unaudited) and December 31, 1995 3
Condensed Statements of Operations, Three
Months Ended March 31, 1996 and 1995
and for the period from January 6,
1989 (Inception) to March 31, 1996.
(Unaudited) 4
Condensed Statements of Cash Flows, Three
Months Ended March 31, 1996 and 1995
and for the period from January 6,
1989 (Inception) to March 31, 1996.
(Unaudited) 5
Notes to Condensed Financial Statements 6
Item 2. Management's Discussion and Analysis of
Financial Conditions and Results of
Operations 7
Part II. Other Information 8
SAGE RESOURCES, INC.
(A Development Stage Company)
CONDENSED BALANCE SHEETS
(Unaudited)
ASSETS
<TABLE>
<CAPTION>
March 31, December 31,
1996 1995
<S> <C> <C> <C>
Current Assets:
Cash $ 14,665 $ 14,539
----------- -----------
TOTAL ASSETS $ 14,665 $ 14,539
----------- -----------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable $ 4,161 $ -
Accrued rent 750 -
----------- -----------
Total Current Liabilities 4,911 -
----------- -----------
Stockholders' Equity:
Preferred stock - -
Common stock 50,547 50,547
(Deficit) accumulated during
development stage (40,793) (36,008)
----------- -----------
TOTAL STOCKHOLDERS' EQUITY 9,754 14,539
----------- -----------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 14,665 $ 14,539
=========== ===========
</TABLE>
Note: The balance sheet at December 31, 1995, has been taken from the
audited financial statements at that date and condensed.
The accompanying notes are an integral part of the financial
statements.
SAGE RESOURCES, INC.
(A Development Stage Company)
CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
January
Three Months Three Months 6, 1989
Ended Ended (Inception) to
March 31, March 31, March 31,
1996 1995 1996
<S> <C> <C> <C>
Revenue:
Interest income $ 126 $ 165 $ 6,598
----------- ----------- -----------
Operating Expenses:
Rent 750 750 20,500
Legal & accounting 3,759 1,672 18,363
Other 402 170 8,528
----------- ----------- -----------
Total Operating Expense 4,911 2,592 47,391
----------- ----------- -----------
Net (Loss) $ (4,785) $ (2,427) $ (40,793)
=========== =========== ===========
Net (Loss) per share $ (.08) $ (.04) $ (.68)
=========== =========== ===========
Weighted average number of
shares outstanding 60,000 60,000 60,000
</TABLE>
The accompanying notes are an integral part of the financial
statements.
SAGE RESOURCES, INC.
(A Development Stage Company)
CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
January
Three Months Three Months 6, 1989
Ended Ended (Inception) to
March 31, March 31, March 31,
1996 1995 1996
<S> <C> <C> <C>
Operating Activities:
Net (loss) $ (4,785) $ (2,427) $ (40,793)
Adjustments to reconcile net
loss to net cash provided by
(used in) operating activities:
Amortization - - 200
Increase in accounts payable
and accrued rent 4,911 1,092 4,911
------------ ----------- ------------
Net Cash Provided by (Used
in) Operating Activities 126 (1,335) (35,682)
------------ ----------- ------------
Investing Activities:
Organization costs - - (200)
------------ ----------- ------------
Net Cash (Used in)
Investing Activities - - (200)
------------ ----------- ------------
Financing Activities:
Proceeds from issuance of
common stock - - 68,200
Deferred offering costs - - (17,653)
------------ ----------- ------------
Net Cash Provided by
Financing Activities - - 50,547
------------ ----------- ------------
Increase (Decrease) in Cash 126 (1,335) 14,665
Cash, Beginning of Period 14,539 22,905 -
------------ ----------- ------------
Cash, End of Period $ 14,665 $ 21,570 $ 14,665
============ =========== ==============
Cash paid for income taxes $ - $ - $ -
============ =========== ==============
Cash paid for interest expense $ - $ - $ -
============ ============ ==============
</TABLE>
The accompanying notes are an integral part of the financial statements.
SAGE RESOURCES, INC.
(A Development Stage Company)
NOTES TO CONDENSED FINANCIAL STATEMENTS
December 31, 1995 and March 31, 1996 (Unaudited)
(1) Condensed Financial Statements
The condensed balance sheet as of March 31, 1996, the
condensed statements of operations and the condensed
statements of cash flows for the periods ended March 31,
1996 and 1995, have been prepared by the Company without
audit. In the opinion of management, all adjustments (which
include only normal recurring adjustments) necessary to
present fairly the financial position, results of operations
and cash flows at March 31, 1996 and for all periods
presented have been made.
Certain information and footnote disclosures normally included in
the financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted.
It is suggested that these condensed financial statements be read
in conjunction with the financial statements and notes thereto
included in the Company's December 31, 1995, Form 10-K. The
results of operations for the three month periods ended March 31,
1996 and 1995, are not necessarily indicative of the operating
results for the full years.
(2) Subsequent Events
Effective April 24, 1996 the controlling stockholder of the
Company entered into a voting trust agreement which transferred
control of the Company to a Utah limited liability company.
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Sage Resources, Inc. (The Company) was formed on January 6, 1989, to
evaluate, structure and complete a merger with, or acquisition of, other
entities. The Company's activities to date have been limited to
organizational matters, the sale of 48,000 shares of common stock to
insiders for a total of $8,200 and the completion of a public offering of
12,000 units at $5 per unit with net proceeds received of $42,347 after
offering costs in October of 1990.
The Company has no present source of income other than interest income and
its expenses have been related to limited general and administrative
expenses.
As of March 31, 1996, the Company does not have any material commitments
for capital expenditures. The Company did not have any long-term debt at
March 31, 1996, and does not anticipate the use of long-term debt to fund
its operations in the near future.
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
None.
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.
SAGE RESOURCES, INC.
Date _____________________ By_____________________________
Title______________________________
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1996
<CASH> 14,665
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 14,665
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 14,665
<CURRENT-LIABILITIES> 4,911
<BONDS> 0
0
0
<COMMON> 50,547
<OTHER-SE> (40,793)
<TOTAL-LIABILITY-AND-EQUITY> 14,665
<SALES> 0
<TOTAL-REVENUES> 126
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 4,911
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4,785)
<EPS-PRIMARY> (0.08)
<EPS-DILUTED> (0.08)
</TABLE>
