SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarter Ended March 31, 1996
Commission File No. 33-45838-C
BEACON CAPITAL INVESTMENT, INC.
(Exact name of Small Business Issuer as specified in its charter)
Delaware 93-1077034
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification Number)
330 E. Main Street, Suite 201
Barrington, IL 60010-3218
(Address of principal executive offices)
Issuer's telephone no., including area code: (847) 516-2900
29950 Allyson Court, Libertyville, IL 60048,(847) 816-6103
Former name, former address, and former fiscal year,
if changed since last report.
Common Stock outstanding at June 20, 1996 - 1,160,458 shares
of $.001 par value Common Stock.
Check whether the Issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act, 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.
(1) Yes X No (2) Yes X No .
<PAGE>
FORM 10-QSB
FINANCIAL STATEMENTS AND SCHEDULES
BEACON CAPITAL INVESTMENT, INC.
For the Quarter ended March 31, 1996.
The following financial statements and schedules of the registrant and its
consolidated subsidiaries are submitted herewith:
PART I - FINANCIAL INFORMATION
Page of
Form 10-QSB
Item 1. Financial Statements 3
Condensed Balance March 31, 1996 3
Condensed Statement of Operations--for the three months and
six months ended March 31, 1996 and March 31, 1994 4
Condensed Statement of Cash Flows--for the three months and
six months ended March 31, 1996 and March 31, 1994 5
Notes to Condensed Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 7
PART II - OTHER INFORMATION
Page
Item 1. Legal Proceedings 8
Item 2. Changes in Securities 8
Item 3. Defaults Upon Senior Securities 8
Item 4. Submission of Matters to a Vote of Securities Holders 8
Item 5. Other Information 8
Item 6(a). Exhibits 8
Item 6(b). Reports on Form 8-K 8
2
<PAGE>
BEACON CAPITAL INVESTMENT, INC.
(A Development Stage Company)
Condensed Balance Sheet
March 31, 1996
(Unaudited)
Assets
Current assets:
Cash $431,513
Receivable 125,000
Total assets 556,513
Liabilities and Stockholders Equity
Current liabilities $ -
Stockholders' equity:
Common stock - $.001 par value. 100,000,00
shares authorized, 1,160,458 shares
issued and outstanding 1,160
Additional paid-in capital 581,015
(Deficit) accumulated during the development stage (25,662)
Total stockholders' equity 556,513
$556,513
See accompanying notes to financial statements
3
<PAGE>
BEACON CAPITAL INVESTMENT, INC.
(A Development Stage Company)
Condensed Statement of Operations
(Unaudited)
Three Six Cumulative
Months Ended Months Ended Amount
March 31 March 31 Since
1996 1995 1996 1995 Inception
Revenue $3,622 4,175 7,827 8,254 $49,526
Expenses 4,291 12,000 12,042 19,689 75,118
-------- ------- ------- ------- -------
Loss before Provision
for taxes (669) (7,825) (4,215) (11,435) (25,592)
Provision for Taxes - - - - (70)
--------- -------- -------- -------- --------
Net (loss) (669) (7,825) (4,215) (11,435) (25,662)
========= ======= ======= ======== ========
(Loss) per share (00) (00) (00) (00) (03)
========= ======= ======= ======== ========
Weight average shares 1,160,458 1,160,458 1,160,458 1,160,458 1,160.458
4
<PAGE>
BEACON CAPITAL INVESTMENT, INC.
(A Development Stage Company)
Condensed Statement of Cash Flows
(Unaudited)
Six Months Cumulative
Ended Amounts
March 31 From
1996 1995 Inception
Cash flows from operating activities
Net (loss) $(4,215) (11,435) (25,662)
Adjustments to reconcile net (loss)
to cash (used in) operations:
Receivables (12,000) - (125,000)
(Decrease) in accounts
payable (3,075) (467) -
-------- -------- --------
Net cash (used in)
operating activities (132,290) (11,902) (150,662)
Cash flows from investing activities: - - -
--------- -------- ---------
Cash flows from financing activities:
Proceeds from sale of stock
net offering costs - - 582,175
--------- -------- ---------
Increase (decrease) in cash (132,290) (11,902) 431,513
Cash, beginning of period 563,803 579,852 -
--------- -------- --------
Cash, end of period $431,513 567,950 431,513
======== ======= ========
See accompanying notes to financial statements
5
<PAGE>
BEACON CAPITAL INVESTMENT, INC.
(A Development Stage Company)
Notes to Financial Statements
(1) The unaudited financial statements include all adjustments (consisting of
normal recurring items) which are, in the opinion of management, necessary
to present fairly the financial position as of March 31, 1996 and 1995 and
six months ended March 31, 1996 and 1995 and period November 13, 1991
(date of inception) to March 31, 1996 and cash flows for the six months
ended March 31, 1996 and 1995 and for the period November 31, 1991 (date
of inception)through March 31, 1996. The results of operations for the
periods are not necessarily indicative of the results to be expected for
the entire year.
(2) Income (loss) per share is based on weighted average number of shares
outstanding.
6
<PAGE>
PART I - ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
General
Beacon Capital Investment, Inc. (the "Company") was formed November 13,
1991, for the purpose of investing in any and all types of assets,
properties and businesses. The Company issued 660,000 shares of its
Common Stock to its officers and directors for the aggregate sum of
$15,000. Additionally, the Company issued its management options to
purchase up to 1,320,000 shares of its common stock at $1.25 per share.
On March 23, 1992, the United States Securities and Exchange Commission
granted effectiveness to a Registration Statement on Form S-18. The
Registration Statement was for an offering of 1,000,000 Units of Common
Stock at $1.00 per Unit. Each Unit consisted of one share of Common Stock
and four Class "A" Common Stock Purchase Warrants. The offering was a
"blind pool" or "blank check" offering. The Company's offering terminated
on March 22, 1993. The formal Closing of the public offering was held
March 30, 1993. A total of 700,275 Units of the Company's securities were
sold in the public offering and gross offering proceeds were $700,275.
Management of the Company had agreed to transfer a portion of their shares
of the Company's common stock to the Company for cancellation if less than
all Units offered in the public offering were sold. A total of 199,817 of
management's 660,000 shares were canceled. Currently there are 1,160,458
shares issued and outstanding.
Liquidity and Capital Resources. As of March 31, 1996, the Company had
total assets of $556,513 and no liabilities. This compares to total
assets of $563,803 and total liabilities of $3,075 at the year ended
September 30, 1995. At March 31, 1996, the Company's assets consisted of
cash representing the remaining net proceeds of the Company's public
offering and a receivable in the amount of $125,000. Subsequent to March
31, 1996, the receivable was paid. The Company will likely continue to
have only cash assets and cash equivalents until it completes an
acquisition pursuant to its business plan.
On March 13, 1996, the Company's former president instructed the Company's
Bank to wire $125,000 of the Company's funds to an account he personally
controlled. The Company had no interest or control over such account.
When the Board of Directors became aware of such transaction, the previous
president was terminated as president and Douglas P. Morris was appointed
as the new president of the Company. The Company's Bank has reimbursed
the Company for the $125,000 amount. Such reimbursement occurred after
March 31, 1996. The Company has assigned its right against the former
president to the Bank.
Results of Operations. The Company has not commenced any operations
except for the filing of its registration statement, preliminary
investigation of potential acquisitions and the completion of its public
offering. The Company had total revenues of $3,622 for the three months
ended March 31, 1996 compared with $4,175 for the three months ended March
31, 1995. The Company had total revenues of $7,827 for the six months
ended March 31, 1996 compared with $8,525 for the six months ended
March 31,1995. All revenue received by the Company since its inception
has been interest income accruing on the Company's bank accounts.
7
<PAGE>
The Company had total expenses of $4,291 for the three months ended March
31, 1996 compared with expenses of $12,000 for the three months ended
March 31, 1995. The Company had total expenses of $12,042 for the six
months ended March 31, 1996 compared with expenses of $19,689 for the six
months ended March 31, 1995. The Company's expenses included legal and
accounting fees, costs for the Company's due diligence activities relating
to potential acquisitions.
The Company is continuing to look for acquisition candidates. Until an
acquisition is effected, it is likely that the Company's revenues will be
limited to interest income and that the Company will incur costs in
connection with due diligence activities and comply with SEC filing
requirements.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings. To the best knowledge of the officers and
directors, neither the Company nor any of its officers and
directors are party to any legal proceeding or litigation. As
to the matter discussed above in the "Liquidity and Capital
Resources" section, the Company has assigned its rights against
its former president to the Bank. Any lawsuit filed against
such individual will be filed by the Bank.
Item 2. Changes in Securities. None.
Item 3. Defaults Upon Senior Securities. None.
Item 4. Submission of Matters to a Vote of Securities Holders. None.
Item 5. Other Information. None.
Item 6(a). Exhibits.
Exhibit 27 - Financial Data Schedule
Item 6(b). Reports on Form 8-K. None filed during the last quarter.
In May 1996, a form 8-K was filed relating to the matters
discussed in the "Liquidity and Capital Resources" section.
8
<PAGE>
SIGNATURE
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.
Dated: June 20, 1996 BEACON CAPITAL INVESTMENT, INC.
By /s/ Douglas P. Morris
----------------------
Douglas P. Morris
President
Principal Executive Officer
Principal Financial Officer
9
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FIANCIAL INFORMATION EXTRACTED FROM BEACON
CAPITAL INVESTMENT, INC. MARCH 31, 1996 FINANCIAL STATEMENTS AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-END> MAR-31-1996
<CASH> $431,513
<SECURITIES> 0
<RECEIVABLES> 125,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 556,513
<PP&E> 0
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<TOTAL-ASSETS> 556,513
<CURRENT-LIABILITIES> 0
<BONDS> 9
<COMMON> 1,160
0
0
<OTHER-SE> 555,353
<TOTAL-LIABILITY-AND-EQUITY> 556,513
<SALES> 0
<TOTAL-REVENUES> 7,827
<CGS> 0
<TOTAL-COSTS> 12,042
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (4,215)
<INCOME-TAX> 0
<INCOME-CONTINUING> (4,215)
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<CHANGES> 0
<NET-INCOME> (4,215)
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</TABLE>
