U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 10-QSB
Quarterly Report Under
the Securities Exchange Act of 1934
For Quarter Ended: March 31, 1999
Commission File Number: 0-24755
GUIDELINE CAPITAL CORPORATION
(Exact name of small business issuer as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or organization)
33-0379106
(IRS Employer Identification No.)
6 Venture, Suite 207
Irvine, California
(Address of principal executive offices)
92618
(Zip Code)
(949) 453-9262
(Issuer's Telephone Number)
(Former name, former address and former fiscal year,
if changed last report)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 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 .
--- ---
The number of shares of the registrant's only class of common stock issued and
outstanding, as of March 31, 1999, was 500,000 shares.
<PAGE>
PART I
ITEM 1. FINANCIAL STATEMENTS.
The unaudited financial statements for the nine month period ended
March 31, 1999, are attached hereto.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion should be read in conjunction with the
Financial Statements and notes thereto included herein.
The Company generated no revenues during the nine month period ended
March 31, 1999. Management anticipates that the Company will not generate any
significant revenues until the Company accomplishes its business objective of
merging with a nonaffiliated entity or acquiring assets from the same.
The Company's securities are currently not liquid. There are no market
makers in the Company's securities and it is not anticipated that any market
will develop in the Company's securities until such time as the Company
successfully implements its business plans.
Because the Company is not required to pay rent or salaries to any of
its officers or directors, Management believes that the Company has sufficient
funds to continue operations through the foreseeable future.
Forward Looking Statements
This report contains certain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, as amended (the "Exchange Act") concerning the
Company's operations, economic performance and financial conditions, including,
in particular, the likelihood of the Company's ability to acquire another
existing business or assets. These statements are based upon a number of
assumptions and estimates which are inherently subject to significant
uncertainties and contingencies, many of which are beyond the control of the
Company and reflect future business decisions which are subject to change. Some
of these assumptions inevitably will not materialize and unanticipated events
will occur which will affect the Company's results. Consequently, actual results
will vary from the statements contained herein and such variance may be
material. Prospective investors should not place undue reliance on this
information.
Year 2000 Disclosure
Many existing computer programs use only two digits to identify a year
in the year field. These programs were designed and developed without
considering the impact of the upcoming
<PAGE>
change in the century. If not corrected, many computer applications could fail
or create erroneous results by or at the Year 2000. As a result, many companies
will be required to undertake major projects to address the Year 2000 issue.
Because the Company has nominal assets, including no personal property such as
computers, it is not anticipated that the Company will incur any negative impact
as a result of this potential problem. However, it is possible that this issue
may have an impact on the Company after the Company successfully consummates a
merger or acquisition. Management intends to address this potential problem with
any prospective merger or acquisition candidate. There can be no assurances that
new management of the Company will be able to avoid a problem in this regard
after a merger or acquisition is so consummated.
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) Exhibits
EX-27 Financial Data Schedule
(b) Reports on Form 8-K - NONE
<PAGE>
GUIDELINE CAPITAL CORPORATION
(A Development Stage Company)
(A Delaware corporation)
BALANCE SHEET
Unaudited
March 31, Audited
1999 June 30, 1998
------------- --------------
ASSETS:
Current Assets $ 0 $ 0
Organization Costs (net of
$500 accumulated
amortization) 0 0
------------- --------------
Total Assets $ 0 $ 0
============= ==============
LIABILITIES
Current Liabilities
Accounts Payable $ 800 $ 800
------------- --------------
Total Current Liabilities 800 800
------------- --------------
Total Liabilities $ 800 $ 800
STOCKHOLDERS' EQUITY
Common Stock - Par Value
$.001 per share;
15,000,000 Shares Authorized
500,000 Shares Issued and
Outstanding 500 500
Additional Paid-In Capital 0 0
Retained Deficit, accumulated
in the development stage (1,300) (1,300)
------------- --------------
Total Stockholders' Equity (800) (800)
Total Liabilities and
Stockholders' Equity $ 0 $ 0
============= ==============
<PAGE>
GUIDELINE CAPITAL CORPORATION
(A Development Stage Company)
(A Delaware corporation)
STATEMENT OF REVENUES AND EXPENSES
For the For the Period
Nine Nine 8/31/89
Months Months (Inception)
Ended Ended to
3/31/99 3/31/98 3/31/99
-------- -------- --------
REVENUE:
Revenue $ 0 $ 0 $ 0
EXPENSES:
Amortization Cost 0 0 500
Taxes and Licenses 0 100 800
-------- -------- --------
Total Expenses 0 100 1,300
Net Income/(Loss) $ 0 $ (100) $ (1,300)
======== ======== ========
Net loss per share $ .0000 $ .0002 $ .0026
======== ======== ========
<PAGE>
GUIDELINE CAPITAL CORPORATION
(a Development Stage Company)
(A Delaware corporation)
STATEMENT OF CASH FLOWS
Period
For the For the 8/31/89
Nine Months Nine Months (Inception)
Ended Ended to
3/31/99 3/31/98 3/31/99
-------- -------- -------
CASH FLOWS FROM OPERATING ACTIVITIES
Cash Received from Operating Activities $ 0 $ 0 $ 0
Cash Paid for Operating Activities 0 0 0
-------- -------- -------
Net Cash Used By Operating Activities 0 0 0
CASH FLOWS FROM INVESTING ACTIVITIES
Net Cash Used in Investing Activities 0 0 (500)
CASH FLOWS FROM FINANCING ACTIVITIES
Net Cash From Financing Activities 0 0 500
-------- -------- -------
Net Decrease in Cash and Cash Equivalents 0 0 0
Cash and Cash Equivalents at
Beginning of Period 0 0 0
-------- -------- -------
Cash and Cash Equivalents at
End of Period $ 0 $ 0 $ 0
======== ======== =======
Reconciliation of Net Profit to Net Cash
Provided by Operating Activities:
Net Income/(Loss) $ 0 $ (100) $(1,300)
Adjustments to Reconcile Net Income
to Net Provided by Operating Activities:
Amortization and Depreciation Expense 0 0 500
Increase in Accounts Payable 0 100 800
Total Adjustments 0 100 1,300
-------- -------- -------
NET CASH PROVIDED BY
OPERATING ACTIVITIES $ 0 $ 0 $ 0
======== ======== =======
<PAGE>
GUIDELINE CAPITAL CORPORATION
(A Development Stage Company)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 1.
The Company initially authorized 15,000,000 shares of $.001 par value common
stock. In August 1989, the Company issued 500,000 shares of common stock valued
at $500 for cash.
In the opinion of management, all adjustments, consisting only of normal
recurring adjustments necessary for a fair statement of (a) the results of
operations for the nine month periods ended March 31, 1999 and 1998, and for the
periods from inception at August 31, 1989 to March 31, 1999, (b) financial
position at March 31, 1999 and June 30, 1998, and (c) the cash flows for the
nine months ended March 31, 1999 and 1998 and for the period from inception,
August 31, 1989 to March 31, 1999, have been made.
NOTE 2.
The results for the nine month period ended March 31, 1999, are not necessarily
indicative of the results for the entire fiscal year ended June 30, 1999.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities and
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
GUIDELINE CAPITAL CORPORATION
(Registrant)
Dated: May 1, 1999
By: s/Adam Stull
--------------------------------------
Adam Stull, President
<PAGE>
GUIDELINE CAPITAL CORPORATION
Exhibit Index to Quarterly Report on Form 10-QSB
For the Quarter Ended March 31, 1999
EXHIBITS Page No.
EX-27 Financial Data Schedule. . . . . . . . . . . . . . . 10
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE UNAUDITED FINANCIAL STATEMENTS FOR THE
QUARTER ENDED MARCH 31, 1999, AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1999
<PERIOD-END> MAR-31-1999
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 800
<BONDS> 0
0
0
<COMMON> 500
<OTHER-SE> (1,300)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
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