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Previous: ADVANCED LUMITECH INC, NT 10-Q, 1999-05-17 |
Next: QUANTITATIVE METHODS CORP, NT 10-Q, 1999-05-17 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1999
[ ] 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. 33-55254-28
First Capital Resources.com, Inc.
(Exact name of Registrant as specified in its charter)
NEVADA 87-0438641
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
1400 East Oakland Park Drive, Suite 100
Fort Lauderdale, Florida 33334
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (888) 442-4474
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 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 registrant's classes of
common stock, as of the latest practicable date.
Class Outstanding as of May 12, 1999
----- ------------------------------
$.001 PAR VALUE CLASS A COMMON STOCK 11,000,000 SHARES
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
BASIS OF REPRESENTATION
General
The accompanying unaudited financial statements have been prepared in
accordance with the instructions to Form 10-Q 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
quarter ended March 31, 1999, are not necessarily indicative of the
results that can be expected for the year ending December 31, 1999.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Through March 31, 1999, the Company has had no operational history and
had yet to engage in business of any kind. All risks inherent in new
and inexperienced enterprises are inherent in the Company's business.
As of March 31, 1999, the Company has no liquidity and no presently
available capital resources, such as credit lines, guarantees, etc.
Commencing in March 1999 the Company engaged in discussions in
connection with a business combination which culminated on April 1,
1999. See "Subsequent Events".
2
<PAGE>
Subsequent Events
On April 1, 1999, pursuant to a Stock Purchase Agreement, Fact South,
LLC, a Florida limited liability corporation ("FACT"), acquired
10,000,000 shares of the Registrant's authorized and unissued Class A
Common Stock. FACT acquired the Registrant's 10,000,000 shares of Class
A Common Stock in exchange for all of the issued and outstanding shares
of capital stock of Affordable Dealer Services, Inc. ("ADSI"), a
Florida corporation, Southeast Dealer Acceptance, Inc. ("SDAI"), a
Florida corporation, and Carnet, Inc. ("CNI"), a Florida corporation.
The change in control of the Registrant occurred as a result of (i) the
issuance to FACT of shares representing approximately 91% of the
Registrant's issued and outstanding Class A Common Stock at the
completion of the transaction, (ii) the resignation in connection with
the exchange, of the Registrant's incumbent directors and officers, and
(iii) the election by FACT, as the Registrant's newly controlling
stockholder, of its own nominees as the Registrant's directors to fill
vacancies created by the aforesaid resignations, and the election in
turn by the new Board of Directors of the officers of the Registrant.
Except as described above, FACT does not own, directly or indirectly,
any other Class A Common Stock of the Registrant. The purpose of the
acquisition of the Registrant's Common Stock by FACT is the merger of
ADSI, SDAI and CNI into the Registrant. As a result of the stock
purchase, the Registrant now has a total of 11,000,000 shares of Class
A Common Stock issued and outstanding.
3
<PAGE>
First Capital Resources.com, Inc.
(A Development Stage Company)
BALANCE SHEETS
<TABLE>
<CAPTION>
March 31, December 31,
1999 1998
Unaudited Audited
--------- -------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash in bank $- 0 - $- 0 -
------------ ------- --------
TOTAL CURRENT ASSETS - 0 - - 0 -
-------------------- ------- --------
TOTAL ASSETS - 0 - - 0 -
------------ ======= ========
LIABILITIES & EQUITY
CURRENT LIABILITIES
Accounts payable $- 0 - $- 0 -
---------------- ------- --------
TOTAL CURRENT LIABILITIES - 0 - - 0 -
STOCKHOLDERS' EQUITY Common Stock $.001 par value:
Authorized - 100,000,000 shares
Issued and outstanding
1,000,000 shares 1,000 1,000
Additional paid-in capital 1,000 1,000
Deficit accumulated during
the development stage (2,000) (2,000)
--------------------- ------- --------
TOTAL STOCKHOLDERS' EQUITY - 0 - - 0 -
-------------------------- ------- --------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY - 0 - - 0 -
======= ========
</TABLE>
4
<PAGE>
First Capital Resources.com, Inc.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
For the three months (Date of
ended March 31, inception) to
1999 1998 March 31, 1999
Unaudited Unaudited Unaudited
--------- --------- ---------
<S> <C> <C> <C>
Net sales $- 0 - $- 0 - $- 0 -
Cost of sales - 0 - - 0 - - 0 -
------- ------- --------
GROSS PROFIT (LOSS) - 0 - - 0 - - 0 -
General and
administrative expenses $ -0- - 0 - 2,000
------- --------
NET INCOME (LOSS) $- 0 - $- 0 - $(2,000)
======= ======= ========
Net income (loss) per weighted
average common shares $.00 $.00 $ .00
======= ======= ========
Weighted average number of
common shares used to compute
net income (loss) 1,000,000 1,000,000 1,000,000
========= ========= =========
</TABLE>
5
<PAGE>
First Capital Resources.com, Inc.
(A Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
Common Stock Additional
Par Value $.001 Paid-in Retained
Shares Amount Capital Deficit
------ ------ ------- -------
<S> <C> <C> <C> <C>
Balances at 4/16/86
(Date of inception) - 0 - $- 0 - $- 0 - $- 0 -
Issuance of common stock (restricted)
at $.002 per share at 5/27/86 1,000,000 1,000 1,000
Net loss for period (1,950)
-------
Balances at 12/31/86 1,000,000 1,000 1,000 (1,950)
Net loss for year (10)
-------
Balances at 12/31/87 1,000,000 1,000 1,000 (1,970)
Net loss for year (10)
-------
Balances at 12/31/88 1,000,000 1,000 1,000 (1,980)
Net loss for year (10)
-------
Balances at 12/31/89 1,000,000 1,000 1,000 (1,980)
Net loss for year (10)
-------
Balances at 12/31/90 1,000,000 1,000 1,000 (1,990)
Net loss for year (10)
-------
Balances at 12/31/91 1,000,000 1,000 1,000 (2,000)
Net loss for year - 0 -
-------
Balances at 12/31/92 1,000,000 1,000 1,000 (2,000)
Net loss for year - 0 -
-------
Balances at 12/31/93 1,000,000 1,000 1,000 (2,000)
Net loss for year - 0 -
-------
Balances at 12/31/94 1,000,000 1,000 1,000 (2,000)
Net loss for year - 0 -
-------
Balances at 12/31/95 1,000,000 1,000 1,000 (2,000)
Net loss for year - 0 -
-------
Balances at 12/31/96 1,000,000 1,000 1,000 (2,000)
Net loss for year - 0 -
-------
6
<PAGE>
Balances at 12/31/97 1,000,000 1,000 1,000 (2,000)
Net loss for period - 0 -
-------
Balances at 12/31/98 1,000,000 $1,000 $1,000 $(2,000)
Net loss for period -0
-------
Balances at 3/31/99 1,000,000 $1,000 $1,000 $(2,000)
========= ====== ====== ========
</TABLE>
7
<PAGE>
First Capital Resources.com, Inc.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
April 16, 1986
For the three months (Date of
ended March 31, inception) to
1999 1998 March 31, 1999
Unaudited Unaudited Unaudited
--------- --------- ---------
<S> <C> <C> <C>
OPERATING ACTIVITIES
Net income (loss) $- 0 - $- 0 - $(2,000)
Adjustments to reconcile
net income (loss) to cash
used by operating activities:
Amortization - 0 - - 0 - 50
------------ ----- ----- --
NET CASH PROVIDED (USED)
BY OPERATING ACTIVITIES - 0 - - 0 - (1,950)
INVESTING ACTIVITIES
Organization Costs - 0 - - 0 - (50)
----- ----- ----
NET CASH USED BY
INVESTING ACTIVITIES - 0 - - 0 - (50)
FINANCING ACTIVITIES
Proceeds from sale of
common stock - 0 - - 0 - 2,000
------------ ----- ----- -----
NET CASH PROVIDED BY
FINANCING ACTIVITIES - 0 - - 0 - 2,000
-------------------- ----- ----- -----
INCREASE IN CASH
AND CASH EQUIVALENTS - 0 - - 0 - - 0 -
Cash and cash equivalents
at beginning of year - 0 - - 0 - - 0 -
-------------------- ----- ----- -----
CASH & CASH EQUIVALENTS
AT END OF PERIOD $- 0 - $- 0 - $- 0 -
================ ====== ====== ======
</TABLE>
8
<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.
First Capital Resources.com, Inc.
Dated: May 17, 1999 \s\Spiro Lazarou
-------------------------------------
Spiro Lazarou, President and Principal
Accounting Officer
9
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from First
Capital Resources.com, Inc. March 31, 1999 financial statements and is qualified
in its entirety by reference to such financial statements.
</LEGEND>
<CIK> 894538
<NAME> First Capital Resources.com, Inc.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<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> 0
<BONDS> 0
0
0
<COMMON> 1,000
<OTHER-SE> (1,000)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
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