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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1998
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ________________ to _______________
Commission File No. 33-55254-22
TRINON, INC.
(Exact name of small business issuer as specified in its charter)
NEVADA 87-0438633
(State or other jurisdiction (I.R.S. Employer Identification
of incorporation or organization) Number)
1800 East Sahara Avenue, Suite 107 Las Vegas, Nevada 89104
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code (702) 693-5786
Indicate by check mark whether the issuer (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 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. [X] Yes [ ] No
Indicate the number of shares outstanding of each of the Issuer's
classes of common stock, as of the latest practicable date.
Class Outstanding as of March 31, 1998
- ------------------------------------ --------------------------------
$.001 PAR VALUE CLASS A COMMON STOCK 1,250,724 SHARES
1
<PAGE>
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements.
BASIS OF PRESENTATION
General
The accompanying unaudited financial statements have been prepared in
accordance with the instructions to Form 10-QSB and, therefore, do not include
all information and footnotes necessary for a complete presentation of financial
position, results of operations, cash flows and stockholders' equity in
conformity with generally accepted accounting principles. In the opinion of
management, all adjustments considered necessary for a fair presentation of the
results of operations and financial position have been included and all such
adjustments are of a normal recurring nature. Operating results for the three
months ended March 31, 1998, are not necessarily indicative of the results that
can be expected for the year ending December 31, 1998.
Item 2. Management's Discussion and Analysis or Plan of Operations
The Company has had little operational history and has yet to engage in
business of any kind, other than through two subsidiaries. The transaction to
acquire the subsidiaries was rescinded on November 4, 1997. Net loss for the
three months ended March 31, 1998 was $27,218. General and administrative
expenses were $27,218 and related to trying to develop viable operations. All
risks inherent in new and inexperienced enterprises are inherent in the
Company's business. The Company has not made a formal study of the economic
potential of any business. At the present, the Company is identifying assets and
other business opportunities for acquisition. The Company has liquidity and
presently has available capital resources, such as credit lines, and debentures,
etc.
Based on current economic and regulatory conditions, Management
believes that it is possible, if not probable, for a company like the Company,
without many assets or many liabilities, to negotiate a merger or acquisition
with a viable private company. The opportunity arises principally because of the
high legal and accounting fees and the length of time associated with the
registration process of "going public". However, should any of these conditions
change, it is very possible that there would be little or no economic value for
anyone taking over control of the Company.
Item 5. Other Information
The Company intends to file Form 15 in the near future. This form will
allow the Company to stop filing quarterly and annual reports with the SEC.
Management feels its status as a non-reporting company will better allow it to
raise working capital and find a viable business opportunity. Management intends
to again become a reporting company as soon as possible.
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
99.1 Financial Statements as of March 31, 1998
27 Financial Data Schedule
(b) Reports on Form 8-K
None
2
<PAGE>
SIGNATURES
Pursuant to the requirements 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.
TRINON, INC.
Dated: April 30, 1998 /s/ Craig Hurst
Craig Hurst, President and Director
3
<PAGE>
SMITH & COMPANY
A PROFESSIONAL CORPORATION OF
CERTIFIED PUBLIC ACCOUNTANTS
MEMBERS OF: 10 WEST 100 SOUTH, SUITE 700
AMERICAN INSTITUTE OF SALT LAKE CITY, UTAH 84101
CERTIFIED PUBLIC ACCOUNTANTS TELEPHONE: (801) 575-8297
UTAH ASSOCIATION OF FACSIMILE: (801) 575-8306
CERTIFIED PUBLIC ACCOUNTANTS E-MAIL: [email protected]
- --------------------------------------------------------------------------------
INDEPENDENT AUDITOR'S REPORT
The Board of Directors and Shareholders
Trinon, Inc.
The accompanying balance sheet of Trinon, Inc. as of March 31, 1998, and the
related statements of operations, shareholder's equity, and cash flows for the
three months ended March 31, 1998 and 1997 were not audited by us and,
accordingly, we do not express an opinion on them.
/s/ Smith & Company
CERTIFIED PUBLIC ACCOUNTANTS
Salt Lake City, Utah
April 28, 1998
F-1
<PAGE>
TRINON, INC.
(A Development Stage Company)
BALANCE SHEET
<TABLE>
<CAPTION>
3/31/98
(Unaudited)
-----------------
ASSETS
CURRENT ASSETS
<S> <C>
Cash in bank $ 11,398
Prepaid expenses 5,000
-----------------
TOTAL CURRENT ASSETS 16,398
-----------------
$ 16,398
=================
LIABILITIES & EQUITY
CURRENT LIABILITIES
Accounts payable $ 6,025
-----------------
TOTAL CURRENT LIABILITIES 6,025
STOCKHOLDERS' EQUITY
Common Stock $.001 par value:
Authorized - 100,000,000 shares
Issued and outstanding 1,250,724 shares 1,251
Additional paid-in capital 374,533
Stock subscription receivable (3,000)
Deficit accumulated during
the development stage (362,411)
-----------------
TOTAL STOCKHOLDERS' EQUITY 10,373
-----------------
$ 16,398
=================
</TABLE>
F-2
<PAGE>
TRINON, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
4/16/86
Three Months Ended (Date of
March 31, inception) to
1998 1997 3/31/98
------------- ------------- -----------------
<S> <C> <C> <C>
Net sales $ 0 $ 0 $ 0
Cost of sales 0 0 0
------------- ------------- -----------------
GROSS PROFIT 0 0 0
Bad debt 0 0 25,000
General and administrative expenses 27,218 0 116,977
------------- ------------- -----------------
27,218 0 141,977
------------- ------------- -----------------
Net loss before discontinued operations (27,218) 0 (141,977)
Discontinued operations:
Operations of subsidiaries which
were terminated as subsidiaries
on 11/4/97 0 0 (220,434)
------------- ------------- -----------------
NET LOSS $ (27,218) $ 0 $ (362,411)
============= ============= =================
Net income (loss) per weighted
average share $ (.02) $ .00
============= =============
Weighted average number of common
shares used to compute net income
(loss) per weighted average share 1,178,141 250,000
============= =============
</TABLE>
F-3
<PAGE>
TRINON, INC.
(A Development Stage Company)
STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(Unaudited)
<TABLE>
<CAPTION>
Deficit
Accumulated
Common Stock Additional During
Par Value $0.001 Paid-in Development
Shares Amount Capital Stage
-------------- -------------- -------------- --------------
Balances at 4/16/86
<S> <C> <C> <C> <C>
(Date of inception) 0 $ 0 $ 0 $ 0
Issuance of common stock
(restricted) at $.008 per
share at 5/29/86 250,000 250 1,750
Net loss for period (1,950)
-------------- -------------- -------------- --------------
Balances at 12/31/86 250,000 250 1,750 (1,950)
Net loss for year (10)
-------------- -------------- -------------- --------------
Balances at 12/31/87 250,000 250 1,750 (1,960)
Net loss for year (10)
-------------- -------------- -------------- --------------
Balances at 12/31/88 250,000 250 1,750 (1,970)
Net loss for year (10)
-------------- -------------- -------------- --------------
Balances at 12/31/89 250,000 250 1,750 (1,980)
Net loss for year (10)
-------------- -------------- -------------- --------------
Balances at 12/31/90 250,000 250 1,750 (1,990)
Net loss for year (10)
-------------- -------------- -------------- --------------
Balances at 12/31/91 250,000 250 1,750 (2,000)
Net income for year 0
-------------- -------------- -------------- --------------
Balances at 12/31/92 250,000 250 1,750 (2,000)
Net income for year 0
-------------- -------------- -------------- --------------
Balances at 12/31/93 250,000 250 1,750 (2,000)
Net income for year 0
-------------- -------------- -------------- --------------
Balances at 12/31/94 250,000 250 1,750 (2,000)
Net income for year 0
-------------- -------------- -------------- --------------
Balances at 12/31/95 250,000 250 1,750 (2,000)
Net income for year 0
-------------- -------------- -------------- --------------
Balances at 12/31/96 250,000 250 1,750 (2,000)
</TABLE>
F-4
<PAGE>
TRINON, INC.
(A Development Stage Company)
STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (continued)
(Unaudited)
<TABLE>
<CAPTION>
Deficit
Accumulated
Common Stock Additional During
Par Value $0.001 Paid-in Development
Shares Amount Capital Stage
-------------- -------------- -------------- --------------
<S> <C> <C> <C> <C>
Balances at 12/31/96 250,000 $ 250 $ 1,750 $ (2,000)
Issuance of restricted stock
for subsidiaries and
services at $.004:
8/26/97 (1) 685,500 686 2,056
9/15/97 (1) 364,585 365 1,093
Stock sold for cash at:
$8.95 8/29/97 (S-8) 13,750 14 122,986
$10.00 9/15/97 1,250 1 12,499
$9.00 9/15/97 900 1 8,099
$10.00 9/26/97 1,550 2 15,498
$9.00 10/3/97 (S-8) 12,500 12 112,488
$2.00 10/22/97 (S-8) 7,250 7 14,493
$9.00 10/22/97 2,500 2 22,498
$1.00 12/2/97 (S-8) 14,500 15 14,485
$2.00 12/2/97 (S-8) 2,500 2 4,998
$2.00 12/22/97 (S-8) 1,000 1 1,999
Stock sold for subscription at:
$1.00 10/27/97 (S-8) 1,250 1 1,249
$1.00 10/28/97 (S-8) 1,750 2 1,748
Stock issued for services at:
$1.00 12/15/97 (S-8) 2,500 2 2,498
$1.00 12/19/97 (Reg. S) 11,000 11 10,989
Stock issued for prepaid
expenses at $1.00
12/19/97 (Reg. S) 3,000 3 2,997
Stock canceled (1) (629,061) (629) (1,887)
Net loss for year (333,193)
-------------- -------------- -------------- --------------
Balances at 12/31/97 748,224 748 352,536 (335,193)
Stock issued for services
at $1.00 1/13/98 (S-8) 2,500 3 2,497
Stock sold for cash at $.04
1/13/98 (Reg S) 500,000 500 19,500
Net loss for period (27,218)
-------------- -------------- -------------- --------------
Balances at 3/31/98 1,250,724 $ 1,251 $ 374,533 $ (362,411)
============== ============== ============== ==============
</TABLE>
(1) A total of 629,061 of these shares were canceled in November when
certain transactions were rescinded.
All share figures reflect a one for four reverse split of the Company's
common stock which was approved on January 29, 1998 to be effective
February 17, 1998.
F-5
<PAGE>
TRINON, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
4/16/86
Three months (Date of
Ended March 31, Inception) to
1998 1997 3/31/98
--------------- --------------- ----------------
OPERATING ACTIVITIES
<S> <C> <C> <C>
Net (loss) $ (27,218) $ 0 $ (362,411)
Adjustments to reconcile net (loss) to cash used
by operating activities:
Stock issued for expenses 2,500 0 17,684
Amortization 0 0 50
Changes in assets and liabilties:
Prepaid expenses 4,915 0 (2,000)
Accounts payable (4,489) 6,025
--------------- --------------- ----------------
NET CASH USED
BY OPERATING ACTIVITIES (24,292) 0 (340,652)
INVESTING ACTIVITIES
Organization costs 0 0 (50)
--------------- --------------- ----------------
NET CASH (USED)
BY INVESTING ACTIVITIES 0 0 (50)
FINANCING ACTIVITIES
Proceeds from sale of common stock 20,000 0 352,100
--------------- --------------- ----------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES 20,000 0 352,100
--------------- --------------- ----------------
INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS (4,292) 0 11,398
Cash and cash equivalents at beginning of year 15,690 0 0
--------------- --------------- ----------------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 11,398 $ 0 $ 11,398
=============== =============== ================
</TABLE>
F-6
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted
from Trinon, Inc. March 31, 1998 financial statements and is
qualified in its entirety by reference to such financial
statements.
</LEGEND>
<CIK> 0000894531
<NAME> Trinon Inc.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 11,398
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 16,398
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 16,398
<CURRENT-LIABILITIES> 6,025
<BONDS> 0
0
0
<COMMON> 1,251
<OTHER-SE> 9,122
<TOTAL-LIABILITY-AND-EQUITY> 16,398
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 27,218
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (27,218)
<INCOME-TAX> 0
<INCOME-CONTINUING> (27,218)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (27,218)
<EPS-PRIMARY> (.02)
<EPS-DILUTED> (.02)
</TABLE>
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