FORM 1O-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarterly Period Ended March 31, 1999
Commission File Number: 0-19505
YANG HOLDING COMPANY
--------------------
(exact name of registrant as specified in its charter)
FLORIDA 65-274107
(State or other jurisdiction of (IRS Employer I.D. No.)
Incorporation of organization)
2666 TIGERTAIL AVENUE, SUITE 104 MIAMI, FLORIDA 33133
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(Address of principal executive offices)
(305) 535-9700
(Registrant's telephone number, including area code)
NOT APPLICABLE
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(former name, address and FORMER fiscal year, if changed from 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 and Exchange Act
of 1934 during the preceding 12 months (or for such short 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 [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
INDICATE THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE ISSUER'S CLASSES OF
COMMON STOCK, AS OF THE LATEST PRACTICABLE DATE.
As of May 10, 1999 there were 50,003,000 shares of Common Stock outstanding
<PAGE>
INDEX
PART I - FINANCIAL INFORMATLON
ITEM 1. FINANCIAL STATEMENTS.
Condensed Balance Sheets as of March 31, 1999 (Unaudited) and
December 31, 1998 4
Condensed Statements of Operations for the Three Months Ended
March 31, 1999 and 1998 (Unaudited) 5
Condensed Statement of Changes in Shareholders' Equity for the
Three Months ended March, 31, 1999 (Unaudited) and the Year
ended December 31, 1998 6
Condensed Statement of Cash Flow for the Three Months ended
March 31, 1999 and March 31, 1998 (Unaudited) 7
Notes to Condensed Financial Statements 8-9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS. 10
PART II - OTHER INFORMATION 11-13
2
<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.
Registrant:
YANG HOLDING COMPANY
By: /s/ JAMES CHOW
---------------------------------
JAMES CHOW
President
Date: May 10, 1999
3
<PAGE>
YANG HOLDING COMPANY
(A DEVELOPMENT STAGE COMPANY)
CONDENSED BALANCE SHEET
March 31, 1999 and December 31, 1998
<TABLE>
<CAPTION>
March 31,1999 December 31, 1998
(Unaudited) (Audited)
------------- -----------------
<S> <C> <C>
ASSETS
Cash $ 0 $ 0
-------- --------
Total Assets $ 0 $ 0
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIENCY IN ASSETS)
Liabilities:
Accrued expenses $ 500 $ 2,000
-------- --------
Shareholders' Equity:
Common Stock, par value $0.001 per share;
200,000,000 shares authorized,
issued and outstanding-50,003,000 50,003 10,000
Additional Paid-In Capital 4,461 41,747
Preferred Stock, par value $.10 per
share; 1,000,000 shares authorized,
no shares issued and outstanding 0 0
Deficit accumulated during the
development stage (54,964) (53,747)
-------- --------
Total Shareholders' Equity (Deficiency in Assets) (500) (2.000)
-------- --------
Total Liabilities and Shareholders' Equity $ 0 $ 0
======== ========
</TABLE>
See Accompanying Notes to Condensed Financial Statements
4
<PAGE>
YANG HOLDING COMPANY
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENT OF OPERATIONS
For the three months ended March 31, 1999 and 1998
(Unaudited)
1999 1998
-------- --------
Revenues $ 0 $ 0
------- -------
Total Revenues $ 0 $ 0
======= =======
Expenses:
Professional fees $ 1,217 $ 0
------- -------
Total Expenses $ 1,217 $ 0
------- -------
Net Loss $(1,217) $ (0)
======= =======
See Accompanying Notes to Condensed Financial Statements
5
<PAGE>
YANG HOLDING COMPANY
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
For the three months ended March 31, 1999 and the year ended December 31, 1998
<TABLE>
<CAPTION>
March 31,1999 December 31, 1998
(Unaudited) (Audited)
------------- ------------------
<S> <C> <C>
Shareholders' Equity:
Beginning of period $ (2,000) $ (2,000)
Additions
Shareholder contributions 2,717 21,157
Increase in common stock outstanding 40,003
Deductions
Transfer from paid in capital to
common stock in connection with
increase in common stock outstanding (40,003)
Net loss for the three months
ended March 31, 1999 and the
year ended December 31, 1998
(Additional deficit accumulated during
development stage) (1,217) $(21,157)
-------- --------
Ending balance at end of period $ (500) $ (2,000)
======== ========
</TABLE>
See Accompanying Notes to Condensed Financial Statements
6
<PAGE>
YANG HOLDING COMPANY
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENT OF CASH FLOW
For the three months ended March 31, 1999 and 1998
(Unaudited)
<TABLE>
<CAPTION>
1999 1998
-------- --------
<S> <C> <C>
CASH FLOW FROM OPERATING ACTIVITIES
Net loss $(1,217) $ (0)
Adjustment to reconcile net loss to
Net cash used by operating activities:
Reduction in accrued expenses $(1,500) $(2,000)
------- -------
Net cash used by operating activities $(2,717) $(2,000)
CASH FLOW FROM INVESTING ACTIVITIES $ 0 $ 0
Shareholders' contribution to paid in capital $ 2,717 $ 2,000
CASH FLOW FROM FINANCING ACTIVITIES $ 0 $ 0
------- -------
NET INCREASE (DECREASE) IN CASH $ 0 $ 0
Cash - Beginning of Period $ 0 $ 0
------- -------
Cash - End of Period $ 0 $ 0
======= =======
</TABLE>
See Accompanying Notes to Condensed Financial Statements
7
<PAGE>
YANG HOLDING COMPANY
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BUSINESS ACTIVITY
Yang Holding Company (formerly National Advertising Group, Inc.) (the
Company) was organized under the laws of the State of Florida on July
25, 1991. The Company is a development stage entity, which has not yet
commenced business operations. The Company intends to acquire an
operating entity, however, it has not yet targeted an acquisition.
BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements of Yang
Holding Company presented herein do not include all disclosures
required by generally accepted accounting principles for complete
financial statements. In the opinion of management these financial
statements include all adjustments, consisting of accrual of
professional fees and expenses, necessary for a fair presentation of
the results of interim periods.
The interim condensed financial statements should be read in
conjunction with the financial statements and footnotes that are
included in the Company's Annual Report on Form 10-K filed with the
Securities and Exchange Commission March 29, 1999.
RECAPITALIZATION
Effective April 22, 1999, the Company filed Articles of Amendment,
which increased the Company's capitalization to 200,000,000 shares of
common stock. In addition, effective April 22, 1999, the Company
forward split its issued and outstanding common stock 100 for 1.
In connection with the recapitalization, $40,003 was transferred from
paid in capital to common stock. The accompanying condensed financial
statements for March 31, 1999 give effect to the recapitalization.
8
<PAGE>
YANG HOLDING COMPANY
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
NOTE 2 - GOING CONCERN
As shown in the accompanying financial statements, the Company has an
accumulated deficit of $ 54,964 as of March 31, 1999. As a result, the
Company has a deficiency in assets. The management of the Company
intends to actively pursue a business combination through a merger, or
an acquisition. The financial statements do not include any adjustments
that might be necessary should the Company be unable to continue as a
going concern.
9
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
The Registrant has not, as of the end of the three month period ended
March 31, 1999, commenced active business operations. As of March 31,
1999 the Registrant had no assets. Liabilities were accounts payable of
$500, and the total Shareholders' Equity consisted of a Deficiency in
Assets of $500.
The Registrant has no reasonable basis for comparison with respect to
its quarterly financial results in that the Company has not yet
commenced its business operations.
The recurring professional fees and other costs of complying with
filings with the Securities and Exchange Commission, the Internal
Revenue Service and others is being funded through contributions to
capital by the Company's principal shareholder.
10
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Not Applicable
ITEM 2. CHANGES IN SECURITIES
Effective April 22, 1999, the Company filed Articles of
Amendment, which increased the Company's capitalization to
200,000,000 shares of common stock. In addition, effective
April 22, 1999, the Company forward split its issued and
outstanding common stock 100 for 1.
The issued and outstanding common stock after the
recapitalization consists of 50,003,000 shares, par value
$0.001.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not Applicable
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS
Not Applicable
ITEM 5. OTHER INFORMATION
Not Applicable
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
EXHIBITS
27.5 Financial Data Schedule
REPORTS ON FORM 8-K
On February 17, 1999 the Company filed a Form 8-K, which is
incorporated herein by reference. The Report principally dealt
with a change in the corporate name from National Advertising
Group, Inc., to Yang Holding Company.
11
<PAGE>
PART II - OTHER INFORMATION - (Continued)
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K - (Continued)
Additionally, the February 17, 1999 Form 8-K disclosed a
reverse split of the outstanding shares of common stock, and
the resignation of a director.
On April 22, 1999, the Company filed a Form 8-K, which is
incorporated herein by reference. The Report principally dealt
with the recapitalization of the Company and the forward split
of its outstanding shares of common stock.
12
<PAGE>
EXHIBIT INDEX
EXHIBIT DESCRIPTION
- ------- -----------
27.5 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<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> 500
<BONDS> 0
0
0
<COMMON> 50,003
<OTHER-SE> (50,503)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,217
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (1,217)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,217)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,217)
<EPS-PRIMARY> .00
<EPS-DILUTED> .00
</TABLE>
