UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 September 30, 1996
--------------------------------
OR
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from to
Commission File Number 33-55254-36
MICRO-ECONOMICS, INC.
(Exact name of registrant as specified in its charter)
NEVADA 87-0485314
(State or other jurisdiction of incorporation (IRS Employer Identification
or organization) Number)
1204 THIRD AVENUE, SUITE 172
NEW YORK, NY 10021
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 988-0394
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
Class Outstanding as of September 30, 1996
- -------------------------- --------------------------------------
CLASS A COMMON STOCK 1,020,000 shares
Par Value $0.001
1
<PAGE>
PART I - 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-Q. 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
September 30, 1996, are not necessarily indicative of the results that can be
expected for the year ending December 31, 1996.
- -------------------------------------------------------------------------------
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
- -------------------------------------------------------------------------------
Results of Operations
The Company has not received any income nor incurred any expenses other than
accounting fees as of the period ended September 30, 1996, and has had limited
operational history. Since the acquisition of the cash, the Company is now in a
position to establish a business plan which shall include marketing, promoting
and developing products and services of network marketing companies and
opportunities.
The Company presently has no sources of revenue. The Company is in the process
of investigating potential technology companies, products and opportunities
through the business contacts, clients and associates of its officers and
directors. Should management be unsuccessful in its marketing, promoting and
developing endeavors, management may abandon its activities and the shares of
the Company could become worthless.
Based on current economic conditions and business contacts, management believes
that it is possible for the Company, with limited assets, to negotiate
successful and profitable opportunities within the technology field. 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
this venture.
Liquidity and Capital Resources
Current assets at September 30, 1996 were $100,000 as compared to current assets
at December 31, 1995 of $0. The increase in current assets was due to an
increase in cash of $100,000 from the sale of 20,000 shares of the Company's
common stock at $5.00 per share.
2
<PAGE>
MICRO-ECONOMICS, INC.
(A Development Stage Company)
BALANCE SHEETS
<TABLE>
<CAPTION>
ASSETS 9/30/96
(Unaudited) 12/31/95
----------- --------
CURRENT ASSETS
<S> <C> <C>
Cash $ 100,000 $ 0
----------------- -----------------
TOTAL CURRENT ASSETS $ 100,000 $ 0
================= =================
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 305 $ 0
----------------- -----------------
TOTAL CURRENT LIABILITIES 305 0
SHAREHOLDERS' EQUITY Common stock par value $.001:
25,000,000 shares authorized; 1,020,000 shares issued
(1,000,000 at 1995) 1,020 1,000
Additional paid-in capital 99,980 0
(Deficit) accumulated during development stage (1,305) (1,000)
----------------- -----------------
TOTAL SHAREHOLDERS' EQUITY 99,695 0
----------------- -----------------
$ 100,000 $ 0
================= =================
</TABLE>
See Selected Notes to Financial Statements.
F-1
<PAGE>
MICRO-ECONOMICS, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Period from
3/14/90 (date
Three Months Ended Nine Months Ended of inception)
9/30/96 9/30/95 9/30/96 9/30/95 to 9/30/96
------- ------- ------- ------- ----------
<S> <C> <C> <C> <C> <C>
Income $ 0 $ 0 $ 0 $ 0 $ 0
General and administrative expenses 305 0 305 0 1,305
------------- ------------- ------------- ------------- -------------
305 0 305 0 1,305
------------- ------------- ------------- ------------- -------------
INCOME (LOSS) BEFORE
INCOME TAXES (305) 0 (305) 0 (1,305)
PROVISION FOR INCOME TAXES 0 0 0 0 0
------------- ------------- ------------- ------------- -------------
NET INCOME (LOSS) $ (305) $ 0 $ (305) $ 0 $ (1,305)
============= ============= ============= ============= =============
INCOME PER COMMON SHARE
Net income per weighted
average common share
outstanding $ 0 $ 0 $ 0 $ 0
============= ============= ============= =============
Weighted average number of
common shares outstanding 1,020,000 1,000,000 1,018,333 1,000,000
============= ============= ============= =============
</TABLE>
See Selected Notes to Financial Statements.
F-2
<PAGE>
MICRO-ECONOMICS, INC.
(A Development Stage Company)
STATEMENTS OF SHAREHOLDERS' EQUITY
Period from March 14, 1990 (Date of Inception) to September 30, 1996
(UNAUDITED)
<TABLE>
<CAPTION>
Deficit
Accumulated
Stock Additional During
Common Stock Subscription Paid-in Development
Shares Amount Receivable Capital Stage
------ ------ ---------- ------- -----
<S> <C> <C> <C> <C>
Balances at 3/14/90 (Date of
Inception) 0 $ 0 $ 0 $ 0 $ 0
Issuance of common stock
(restricted) at $.001 per
share at 3/14/90 1,000,000 1,000 1,000
Net loss for period 0
------------ ------------- ------------- ---------------- -----------------
Balances at 12/31/90 1,000,000 1,000 (1,000) 0 0
Receipt of Stock Subscription 1,000
Net loss for year (1,000)
Balances at 12/31/91 1,000,000 1,000 0 0 (1,000)
Net income for year 0
------------- ------------- ------------- ----------------- -----------------
Balances at 12/31/92 1,000,000 1,000 0 0 (1,000)
Net income for year 0
------------- ------------- ------------- ----------------- -----------------
Balances at 12/31/93 1,000,000 1,000 0 0 (1,000)
Net income for year 0
------------- ------------- ------------- ----------------- -----------------
Balances at 12/31/94 1,000,000 1,000 0 0 (1,000)
Net income for year 0
------------- ------------- ------------- ----------------- -----------------
Balances at 12/31/95 1,000,000 1,000 0 0 (1,000)
Stock sold (restricted) at $5.00
per share at 1/10/96 20,000 20 99,980
Net loss for period (305)
------------- ------------- ------------- ----------------- -----------------
Balances at 9/30/96 1,020,000 $ 1,020 $ 0 $ 99,980 $ (1,305)
============= ============= ============= ================= =================
</TABLE>
See Selected Notes to Financial Statements.
F-3
<PAGE>
MICRO-ECONOMICS, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Period from
3/14/90 (date
Three Months Ended Nine Months Ended of inception)
9/30/96 9/30/95 9/30/96 9/30/95 to 9/30/96
------- ------- ------- ------- ----------
CASH FLOWS FROM OPERATING
ACTIVITIES
<S> <C> <C> <C> <C> <C>
Net loss $ (305) $ 0 $ (305) $ 0 $ (1,305)
Adjustments to reconcile net (loss)
to net cash required by operating
activities: 0 0 0 0 0
Change in accounts payable 305 0 305 0 305
------------- ------------- ------------- ------------- -------------
305 0 305 0 305
------------- ------------- ------------- ------------- -------------
NET CASH REQUIRED BY
OPERATING ACTIVITIES 0 0 0 0 (1,000)
CASH FLOWS FROM INVESTING
ACTIVITIES 0 0 0 0 0
------------- ------------- ------------- ------------- -------------
NET CASH PROVIDED BY
INVESTING ACTIVITIES 0 0 0 0 0
CASH FLOWS FROM FINANCING
ACTIVITIES
Stock sold 0 0 100,000 0 101,000
------------- ------------- ------------- ------------- -------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES 0 0 100,000 0 101,000
------------- ------------- ------------- ------------- -------------
NET INCREASE IN CASH 0 0 100,000 0 100,000
CASH AT BEGINNING OF PERIOD 100,000 0 0 0 0
------------- ------------- ------------- ------------- -------------
CASH AT END OF PERIOD $ 100,000 $ 0 $ 100,000 $ 0 $ 100,000
============= ============= ============= ============= =============
</TABLE>
See Selected Notes to Financial Statements.
F-4
<PAGE>
MICRO-ECONOMICS, INC.
(A Development Stage Company)
SELECTED NOTES TO FINANCIAL STATEMENTS
September 30, 1996
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Method
The Company recognizes income and expense based on the accrual method of
accounting.
Dividend Policy
The Company has not yet adopted a policy regarding payment of dividends.
Income Taxes
The Company records the income tax effect of transactions in the same year that
the transactions enter into the determination of income, regardless of when the
transactions are recognized for tax purposes. Tax credits are recorded in the
year realized. Since the Company has not yet realized income as of the date of
this report, no provision for income taxes has been made.
The Company utilizes the liability method of accounting for income taxes as set
forth in Statement of Financial Accounting Standards No. 109, "Accounting for
Income Taxes" (SFAS 109). Under the liability method, deferred taxes are
determined based on the difference between the financial statement and tax bases
of assets and liabilities using enacted tax rates in effect in the years in
which the differences are expected to reverse. An allowance against deferred tax
assets is recorded when it is more likely than not that such tax benefits will
not be realized.
At September 30, 1996 a deferred tax asset has not been recorded due to the
Company's lack of operations to provide income to use the net operating loss
carryover of $1,000 which will expire December 31, 2006.
NOTE 2: DEVELOPMENT STAGE COMPANY
The Company was incorporated under laws of the State of Nevada on March 14, 1990
and has been in the developmental stage since incorporation.
NOTE 3: CAPITALIZATION
On the date of incorporation, the Company sold 1,000,000 shares of its common
stock to Capital General Corporation for $1,000 cash for an average
consideration of $.001 per share. On January 10, 1996, the Company sold 20,000
shares of its common stock for $100,000 cash for an average consideration of
$5.00 per share. The Company's authorized stock includes 25,000,000 shares of
common stock at $.001 par value.
NOTE 4: RELATED PARTY TRANSACTIONS
The Company owns no properties and utilizes space on a rent-free basis in the
office of its principal shareholder, Chancellor Australia Pty Ltd. This
arrangement is expected to continue until such time as the Company becomes
involved in a business venture which necessitates its relocation, as to which no
assurance can be given. The Company has no agreements with respect to the
maintenance or future acquisition of office facilities, however, if a successful
merger/acquisition is negotiated, it is anticipated that the office of the
Company will be moved to that of the acquired company.
F-5
<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 hereunto duly authorized.
MICRO-ECONOMICS, INC.
(Registrant)
By: s/ Neil Alan Green
Neil Alan Green, President
Dated: October 22, 1996
3
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
Micro-Economics, Inc. September 30, 1996 financial statements and is
qualifiedd in its entirety by reference to such financial statements.
</LEGEND>
<CIK> 0000894552
<NAME> MICRO ECONOMICS INC
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 100,000
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 100,000
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 100,000
<CURRENT-LIABILITIES> 305
<BONDS> 0
0
0
<COMMON> 1,020
<OTHER-SE> 98,675
<TOTAL-LIABILITY-AND-EQUITY> 100,000
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 305
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (305)
<INCOME-TAX> 0
<INCOME-CONTINUING> (305)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (305)
<EPS-PRIMARY> .00
<EPS-DILUTED> .00
</TABLE>