Form 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
( X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31,1997
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from_______ to _______
Commission File Number 33-42070
OLYMPUS VENTURES, INC.
(Exact name of Registrant as specified in its charter)
State of Washington 91-1552419
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3418 N. Ocean Blvd.
Fort Lauderdale, Florida 33308
(Address of principal executive offices)
Registrant's telephone number, including area code: 954-565-9292
--------------------------------
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 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. Yes X No
The number of shares outstanding of the Registrant's Common Stock, par value
$0.0001 per share at May 15, 1997 was 2,571,081 shares.
<PAGE>
PART I
Item 1. Financial Statements.
Attached
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operation.
Liquidity and Sources of Capital
The Registrant's cash was zero at March 31, 1997 compared to $17,870.00 as of
March 31, 1996. The decrease was due to reducing accumulated accrued expenses
from previous year.
The management has negotiated the necessary operating funds to reduce a
significant portion of the past debt and allow its subsidiaries to run without
interruption. Both offshore factories are realizing positive cash flow at this
time and are expected to continue throughout 1997.
Management is still negotiating manufacturing lines of credit to enable its
manufacturing subsidiaries to increase its production in the ensuing year.
During the third quarter, operating capital was acquired from several sources:
1. Manufacturing and contract work at the subsidiaries.
2. Financing negotiated by Management.
There has been no significant changes in the liquidity during the past quarter.
Results of Operations
The Company had revenues in the third quarter of fiscal year 1996 in the amount
of $241,049.00 compared to $519,679.00 in the third quarter of fiscal year 1995,
the Company had to recover in Nicaragua due to the elimination of a major
contract lost in the end of the second quarter. Benefits from this loss of work
will be noticed in the fourth quarter as new contracts with better profits were
entered into.
PART II
Item 1. Legal Proceedings.
Neither the Company nor its subsidiaries were subject to any new legal
proceedings during the reporting period.
<PAGE>
Item 2. Change in Securities.
No constituent instrument defining the right of the holder of any class of
registered securities of the Registrant have been materially modified. No right
evidenced by any class of registered securities have been materially limited or
qualified by the issuance or modification of any other class of securities.
Item 3. Default Upon Senior Securities.
There have been no material default in the payment of principal, interest, a
sinking or purchase fund installment, or any other material default not cured
within thirty days, with respect to any indebtedness of the registrant or any of
its significant subsidiaries exceeding five percent (5%) of the total assets of
the Registrant and its consolidated subsidiaries.
Item 4. Submission of Matters to a Vote of Security holders.
No matter were submitted to a vote of Security holders during the period covered
by this Form 10-QB.
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
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 thereto duly authorized.
Dated this 15th day of May 1997.
OLYMPUS VENTURES, INC.
( the "Registrant")
By: /s/ Gary R.Morgan
Gary R Morgan
Chief Executive Officer
<PAGE>
Olympus Ventures, Inc.
Unaudited Consolidated Balance Sheet
At 3-31-97
CURRENT ASSETS MAR 31 JUN 30
1997 1996
CASH $-0- $844
ACCOUNTS RECEIVABLE 15,820
INVENTORY 9,966
PREPAID EXPENSES & OTHER CURRENT ASSETS 1,028
TOTAL 15,820 11,838
------- -------
PLANT & EQUIP. (NET OF DEPRECIATION) $1,315,324 $1,320,902
OTHER ASSETS
SECURITY DEPOSIT 19,808 19,808
TOTAL ASSETS 1,350,952 1,352,548
----------- ----------
LIABILITIES & SHAREHOLDERS' EQUITY
LIABILITIES
ACCOUNTS PAYABLE 116,007 551,230
TAX PAYABLE
NOTES PAYABLE 250,000 378,830
BANK OVERDRAFT 22,360 28,214
SHAREHOLDERS LOANS 55,000 129,894
TOTAL 443,367 1,088,168
SHAREHOLDERS' EQUITY
CAPITAL STOCK 2,426 966
PAID IN CAPITAL 19,084,108 18,662,486
ACCUMULATED DEFICIT (18,178,949) (18,399,072)
TOTAL LIABILITIES &
SHAREHOLDERS' EQUITY 1,350,952 1,352,548
Note: Please read the accompanying notes.
<PAGE>
OLYMPUS VENTURES, INC.
Unaudited Consolidated Statement of Operations
At 3-31-97
MAR 31 JUNE 30
1997 1996
RECEIPTS $274,049 $1,003,426
DEBT FORGIVENESS 70,000
COST OF SALES 8,031 1,395,317
--------- ----------
GROSS MARGIN 336,018 391,891
--------- -----------
OVERHEAD
OPERATING EXPENSE 311,515 630,872
INTEREST 5,400 47,189
DEPRECIATION 5,578 22,310
AMORTIZATION 4,444,236
WRITE-OFF OF LICENSE 200,000
LOSS ON DISPOSAL OF PROPERTY,
PLANT, AND EQUIP. 515,000
CONSULTING SERVICE 8,693,233
WRITE OFF OF INVESTMENT IN C.E.A. LINES 3,354,068
TOTAL 322,493 19,279,915
---------- -----------
PROFIT/LOSS FOR PERIOD 13,525 (18,276,489)
--------- ------------
Note: No provision for income tax made, due to a loss carry
forward available for above profit.
Please read accompanying notes.
<PAGE>
Olympus Ventures, Inc.
Unaudited Consolidated Statement of Cash Flow
Cash Flow from Operations Mar 31, 1997 Mar 31, 1996
- ------------------------- -------------- ------------
Cash Received $274,049 $96,201
Cash from Previously Reported Sale of Stock 125,857
Cash Paid to Suppliers & Employees (319,546) (103,011)
Interest Paid (5,400)
Net Cash provided by Operations 74,960
-------
Cashflow From Investing Activities
Loans from Shareholder
Investment in subsidiaries (117,509)
Net Cash provided by Investment (117,509)
Cashflow from Financing Activities
Proceeds from short term loan
Net Increase (Decrease)in Cash ( 42,549 ) ( 6,810 )
- ------------------------------ ------------ ---------
Equivalents
- -----------
<PAGE>
OLYMPUS VENTURES, INC. AND SUBSIDIARIES
NOTE TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
PERIOD ENDING MARCH 31, 1997
Note 1 Organization And Acquisitions:
During the quarter ending March 31, 1997 there has been no new
acquisitions. The organization consist of Olympus Ventures, Inc.
(the holding company ) and three subsidiaries, Olympus Mills USA,
Baron's Internacional, S.A. and H & D Fashions S.A. All
subsidiaries have been disclosed in the June 30, 1996 Form 10-K.
Note 2 Summary of Significant Accounting Policies:
(a) Principles of Consolidation:
The consolidated financial statements include the accounts of
Olympus Ventures, Inc., (the Company) and its wholly-owned
subsidiaries, Olympus Mills USA, Inc. ("Olympus") Baron's
Internacional, S.A. ("Barons"), and H&D Fashions, S.A. ("H&D").
All material intercompany balances and transactions have been
eliminated.
(b) Use of Estimates:
In preparing financial statements in accordance with generally accepted
accounting principles, management makes certain estimates and assumptions, where
applicable, that affect the reported amounts of assets and liabilities and
disclosures of contingent assets and liabilities at the date of the financial
statements, as well as reported amounts of revenues and expenses during the
reporting period. While actual results could differ from those estimates,
management does not expect such variances, if any, to have a material effect on
the financial statements.
(c) Concentration of Credit Risk:
Financial instruments that potentially subject the Company to concentration of
credit risk consist principally of accounts receivable.
(d) Inventories:
Inventories, which consist primarily of goods held for resale, are stated at the
lower of cost (first-in, first-out method) or market.
(e) Property, Plant and Equipment and Depreciation:
Property, plant and equipment are reflected at cost. Depreciation is provided
using the straight-line method as follows:
<PAGE>
Office equipment 5 years
Other equipment 7-10 years
(f) Income Taxes:
The Company follows Statement of Financial Accounting Standards No. 109 ("SFAS
109"), "Accounting for Income Taxies", which requires the Company to recognize
deferred tax assets and liabilities for future tax consequences attributable to
differences between the financial statement carrying amounts of existing assets
and liabilities and their respective tax basis. In addition, SFAS 109 requires
recognition of future tax benefits such as net operating loss carryforwards, to
the extent that realization of such benefits is more likely than not.
Accordingly, the Company has established a 100% valuation allowance against the
deferred tax assets of approximately 5,400,000, resulting principally from net
operating loss carryforwards, until it is more likely than not that the Company
will realize taxable income. At March 31, 1997 the Company has available net
operating loss carryforward of approximately 13,588,714, which will expire in
various years through 2011.
(g) Goodwill:
The Company's policy is to amortize costs in excess of net assets acquired over
the estimated benefit period not to exceed forty years.
The Company periodically reviews the valuation and amortization of goodwill to
determine possible impairment by comparing the carrying value to the
undiscounted future cash flows of the related assets, in accordance with
Statement of Financial Accounting Standards ( SFAS) No. 121, Accounting for the
impairment of Long-lived Assets and for Long-lived assets to be Disposed.
(h) Cash and Cash Equivalents:
For purposes of the statements of cash flows, the Company considers all highly
liquid investments with an original maturity of three months or less to be cash
equivalents.
(i) Foreign Currency Transaction:
The value of the United States dollar changes constantly on foreign currency
exchanges. Since the Company transacts business in other countries, these
fluctuations affect the Company's consolidated financial position and
consolidated results of operations.
Generally, foreign subsidiaries translate their assets and liabilities into
United States dollars at current exchange rates in effect of the end of the
fiscal period. The gains and losses that result from this process are to be
shown in the foreign currency
<PAGE>
translation adjustment account in the stockholders' equity section
of the consolidated balance sheets.
The revenue and expense accounts of foreign subsidiaries are translated into
United State dollars at the average exchange rate that prevailed during the
period. Therefore, the United States dollar value of these items on the
consolidated statements of operations fluctuates from period to period depending
on the value of the dollar against foreign currencies.
Foreign currency translation adjustments were immaterial for the quarter ending
March 31, 1997.
(j) Loss per Common Share:
Loss per share has been computed on the basis of the weighted average number of
common shares outstanding during each period presented (retroactively adjusted
for the 1 for 10 reverse split in September 1995 and a 1 for 30 reverse stock
split in January 1997 (see Notes 6 & 8a) respectively).
Note 3 Going Concern:
The accompanying financial statements have been prepared in accordance with
generally accepted accounting principles, which contemplates continuation of the
Company as a going concern. However, the Company has sustained substantial
operating losses and has used substantial amounts of working capital in its
operations. At March 31, 1997 current Liabilities exceeded current assets by
$427,547, and the accumulated deficit aggregated 18,178,949. Management is
currently in discussion with several entities to obtain additional financing for
the Company. The Company's ability as a going concern is dependent upon the
ability of management to obtain sufficient financing, and ultimately achieving
profitability.
Note 4 Loans Payable-Shareholders:
Loans payable to shareholders consist of unsecured, interest free loans in the
amount of $55,000. These loans have no fixed repayment terms.
Note 5 Long-term Debt:
At March 31 1997 the principal amounts due are as follows.
Loan payable in nine monthly installments of $5,982 including
interest at 18% per annum, maturing in February 1998. This loan
is secured by machinery and equipment. $50,000
<PAGE>
Loan in the original amount of $ 200,000 with payments of interest only at prime
pus 2% per annum for the first seventeen months and a final balloon payment and
all unpaid interest plus the original principal amount due March 1998. This loan
is secured by machinery and equipment. $200,000
Total long-term debt $250,000
Less: current maturities $ 71,784
Balance $178,216
At March 31, 1997 the annual scheduled principal payments of long term debt are
$ 71,784 and $178,216 for each of the next two years, respectively.
Note 6 Shareholders Equity (Deficit):
Refer to June 30, 1996 Form 10-K, filed March 27, 1997.
Note 7 Economic Dependency and Foreign Operations:
At March 31, 1997 total assets located in foreign countries were as follows:
Country Amount
Nicaragua $618,164
Dominican Republic $307,185
Note 8 Subsequent Events:
(a) Common Stock Split:
None
(b) Share Issuances:
During April 4, 1997 the Company registered 2,000,000 shares of common stock
pursuant to a Form S-8 registration statement. At the time of this filing the
Company had issued 1,656,680 shares for compensation.
<PAGE>
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