THIS DOCUMENT IS A COPY OF THE 10-Q FILED ON AUGUST 7, 1997 PURSUANT TO A RULE
201 TEMPORARY HARDSHIP EXEMPTION
FORM 10-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 Three Months Ended Commission File Number
June 30, 1996 0-23328
ZERON ACQUISITIONS II, INC.
(Exact Name of Registrant as Specified in its Charter)
NEVADA 13-3666344
(State of Other Jurisdiction of I.R.S. Employer
Incorporation or Organization) Identification No.
370 Lexington Avenue, 19th Floor, New York, New York 10017
(Address of Principal Executive Offices) Zip Code
Registrant's Telephone Number, Including Area Code (212) 687-4230
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 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
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the issuer has filed all documents and reports
required to be filed by Sections 2, 13 or 15(d) of the Securities Act of 1934
subsequent to the distribution of securities under a plan confirmed by a
court. Yes 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.
Common Stock $.001 par value, 278,750
(Title of Class) (Shares outstanding at
June 30, 1996)
<PAGE>
ZERON ACQUISITIONS II, INC.
FORM 10-Q
THREE MONTHS ENDED JUNE 30, 1996
INDEX
Page
PART I FINANCIAL INFORMATION
ITEM 1 Balance Sheet, June 30, 1996 2
Statement of Income and Expenses,
June 30, 1996 3
Statement of Stockholders' Equity
for the period ended June 30, 1996 4
Statement of Cash Flows, June 30, 1996 5
Notes to Financial Statements 6
Management's Discussion and
Analysis of Results of Operations 7
PART II Other Information - Items 1-6 7
Signatures 8
(i)
<PAGE>
ZERON ACQUISITIONS II, INC.
(A development stage company)
BALANCE SHEET
Unaudited
ASSETS
June December
30, 1996 31, 1995
Current Assets:
Cash........................................... $ 1,545 $568,105
Certificate of Deposit......................... 559,956 0
Prepaid Assets................................. 588 0
Total Current Assets........................... 562,084 568,105
Other Assets:
Due for Zeron International Ltd................ 2,331
Organization Costs-Net of Amortization......... 67 117
Total Other Assets............................. 2,398 117
TOTAL ASSETS................................... $ 564,487 $568,222
LIABILITIES AND STOCKHOLDER'S EQUITY
Current Liabilities:
Accounts Payables and Accrued Expenses........ $ 0 $ 7,100
TOTAL CURRENT LIABILITIES...................... 0 7,100
Stockholder's Equity:
Common Stock, par value $.001; authorized
75,000,000 shares, issued and outstanding
278,750 shares June 30, 1996 and
December 31, 1995............................. 279 279
Preferred Stock, par value $.001; authorized
15,000,000 shares, none issued and outstanding. 0 0
Additional Paid-In Capital.................... 624,860 624,860
Deficit Accumulated During Development Stage... (60,652) (64,017)
TOTAL STOCKHOLDER'S EQUITY..................... 564,487 561,122
TOTAL LIABILITIES AND STOCKHOLDER'S
EQUITY........................................ $564,487 $568,222
<PAGE>
ZERON ACQUISITIONS II, INC.
(A development stage company)
STATEMENT OF INCOME AND EXPENSES
Unaudited
FOR THE PERIODS
(Cumulative)
11/16/92
1/1/96 1/1/95 1/1/94 (Inception)
to to to to
6/30/96 6/30/95 6/30/94 6/30/96
INTEREST INCOME........ $ 11,814 $ 8,137 $ 5,748 $ 41,033
EXPENSES:
Consulting........... 0 3,750 0 29,375
Rent................. 0 3,750 2,500 29,375
New York State and City
Franchise Tax....... 346 1,191 729 5,115
Filing Fees............ 2,222 1,985 754 9,097
Amortization........... 50 50 50 433
Bank Charges........... 212 235 125 1,700
Professional Fees...... 5,619 11,106 2,875 24,750
Office................. 0 500 0 1,840
Total Expenses...... 8,449 22,567 7,033 101,685
NET INCOME (LOSS) FOR
PERIOD................. $ 3,365 $(14,430) $ (1,285) $(60,652)
EARNINGS (LOSS) PER SHARE.. $ .01 $ (.05) $ (.00)
WEIGHTED AVERAGE OF
OUTSTANDING SHARES...... 278,750 278,750 278,750
<PAGE>
ZERON ACQUISITIONS II, INC.
(A development stage company)
STATEMENT OF STOCKHOLDERS' EQUITY
Unaudited
FOR THE PERIOD INDICATED
Total
Additional Retained Stock-
Common Paid-In Earnings Holders
Stock Capital (Deficit) Equity
Issuance of Common Shares on
June 4, 1992 at par value
($.001 per share) For Cash $ 160 $ 1,440 $ 1,600
Sale of 18,750 Shares for
Cash in July, 1992 19 29,981 30,000
Net Loss for Period Ended
December 31, 1992 $ (62) (62)
Net Loss for Period Ended
December 31, 1993 (1,766) (1,766)
Sale of 100,000 Shares -
January 13, 1994 100 624,900 625,000
Deferred Offering Costs
Charged to Paid-In-
Capital (31,461) (31,461)
Net Loss For Period Ended
December 31, 1994 (27,184) (27,184)
Total Stockholders Equity -
December 31, 1994 279 624,860 (29,012) 596,127
Net Loss for Period Ended
December 31, 1995 (35,005) (35,005)
Total Stockholders Equity -
December 31, 1995 279 624,860 (64,017) 561,122
Net Income for Period Ended
June 30, 1996 3,365 3,365
Total Stockholders Equity -
June 30, 1996 $279 $624,860 $(60,652) $564,487
<PAGE>
ZERON ACQUISITIONS II, INC.
(A development stage company)
STATEMENT OF CASH FLOWS
FOR THE PERIODS
(Cumulative)
11/16/92
1/1/96 1/1/95 1/1/94 (Inception)
to to to to
6/30/96 6/30/95 6/30/94 6/30/96
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net Income (Loss) $ 3,365 $(14,430) $ (1,285) $ (60,652)
Adjustments to Reconcile
Net Loss to net cash
used by operating
activities
Non-cash items included
in loss:
Amortization 50 50 50 433
CHANGES IN ASSETS AND
LIABILITIES:
Certificate of Deposits (559,956) 0 0 (559,956)
Other Assets (2,919) 0 0 (3,419)
Current Liabilities (7,100) (8,750) 0 0
Cash Provided (Used) in
Operations (566,560) (23,130) (1,235) (623,594)
CASH FLOWS FROM FINANCING
ACTIVITIES:
Issuance of Common Stock -
Net of Costs 0 0 615,220 625,139
NET INCREASE (DECREASE)
IN CASH (566,560) (23,130) 613,985 1,545
CASH AT BEGINNING OF
PERIOD 568,105 604,660 8,149 0
CASH AT END OF PERIOD $ 1,545 $581,530 $622,134 $ 1,545
<PAGE>
ZERON ACQUISITIONS II, INC.
NOTES TO FINANCIAL STATEMENTS
Unaudited
June 30, 1996
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements have been
prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and Rule
10-01 of Regulation S-X. Accordingly, they do not include all the information
and footnotes required by generally accepted accounting principles for
complete financial statements. In the opinion of Management, all adjustments
considered necessary for a fair presentation have been included. These
adjustments were considered usual and normal in nature. For the period ended
June 30, 1996, the Company had no operational activities other than the
preparation for the public offering as presented in the Balance Sheet. The
recovery of assets and the continuation of the Company as a going concern are
dependent upon the Company's ability to obtain additional financing and upon
future profitable operations. For further information, refer to the financial
statements and footnotes included in the Company's annual report on Form 10-K
for the year ended December 31, 1995.
<PAGE>
ZERON ACQUISITIONS II, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
June 30, 1996
At June 30, 1996, the Company's current assets amounted to $562,084,
while current liabilities amounted to $-0-.
The Company has been seeking potential business ventures in which,
in the opinion of management, would provide a profit to the Company.
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 Securities Holders
- None
Item 5 Other Information - None
Item 6 Exhibits and Reports on Form 8-K - None
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
ZERON ACQUISITIONS II, INC.
Gary Takata
By:________________________________
Gary Takata
President and Director
Date: August 7, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
unaudited financial statement of June 30, 1996 and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 1,545
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 562,084
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 564,487
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 279
<OTHER-SE> 624,860
<TOTAL-LIABILITY-AND-EQUITY> 564,487
<SALES> 0
<TOTAL-REVENUES> 336
<CGS> 0
<TOTAL-COSTS> 8,449
<OTHER-EXPENSES> 0
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<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 3,365
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
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<EPS-PRIMARY> .01
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