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Previous: DEVELOPMENT BANCORP LTD, 10KSB, 1997-01-14 |
Next: DEVELOPMENT BANCORP LTD, 10QSB, 1997-01-14 |
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
[ ] 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 0-22934
DEVELOPMENT BANCORP, LTD.
(Exact Name of Small Business Issuer as specified in its Charter)
Washington 91-1268870
(State or other Jurisdiction of I.R.S. Employer
Incorporation or Organization Identification No.)
14 Quai du Seujet, Geneva, Switzerland CH-1201
(Address of principal executive offices) (Zip Code)
(011) 4122-9081598
(Issuer's telephone number)
Check whether the Issuer (1) 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.
Yes X No
Indicate the number of shares outstanding of each of the issuer's
classes of Common Equity,
as of the latest practicable date.
Common Stock, no par value 1,044,923
Title of Class Number of Shares outstanding
at March 31, 1996
No exhibits included.
<PAGE>
<TABLE>
<CAPTION>
DEVELOPMENT BANCORP, LTD.
CONSOLIDATED BALANCE SHEET
March 31, 1996
ASSETS
Current assets:
<S> <C>
Cash and equivalents $1,057,253
Commissions receivable 248,863
Other receivables 220,961
Marketable securities 1,508,216
Other current assets 202,186
------------
Total current assets 3,237,479
Investments 878,268
Intangible assets, net 264,755
Property and equipment, net 145,905
Total assets $4,526,407
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities:
Note payable - bank $ 50,000
Notes payable - related parties 299,644
Accounts payable 500,536
Accrued payroll and commissions 216,146
Other accrued liabilities 239,680
Current portion of long-term debt 27,140
-------------
Total current liabilities 1,333,146
Long-term debt - related party 35,000
Total liabilities 1,368,146
Commitments and contingencies -
Shareholders' equity:
Class B convertible preferred stock, no par value; 110,000
shares designated, issued and outstanding 165,000
Common stock, no par value; 50,000,000 shares
authorized, 1,044,923 shares issued and outstanding 3,727,496
Accumulated deficit (1,064,542)
Translation adjustment 330,307
------------
Total shareholders' equity 3,158,261
Total liabilities and shareholders' equity $4,526,407
</TABLE>
The accompanying selected information is
an integral part of the financial
statements.
2
<PAGE>
DEVELOPMENT BANCORP, LTD.
CONSOLIDATED STATEMENT OF OPERATIONS
For the Three Month Period Ended March 31, 1996 and 1995
<TABLE>
<CAPTION>
1996 1995
-------------- ---------
Revenues:
<S> <C> <C>
Commissions and consulting fees $1,028,462 $ -
Consulting fees - related parties 130,000 -
------------ ------------
Total revenues 1,158,462 -
General and administrative expenses 1,536,277 20,355
----------- -------------
Loss from operations ( 377,815) ( 20,355)
------------ -------------
Other income (expense):
Gain on sale of marketable securities 48,621 109,572
Unrealized gain (loss) on marketable
securities portfolio ( 7,639) -
Interest income 12,505 5,100
Interest expense ( 4,535) -
Foreign currency transaction gain (loss) 60,092 -
------------- ------------
Total other income 109,044 114,672
------------ ------------
Net income (loss) $( 268,771) $ 94,317
=========== ============
Per share information:
Net loss per share $( .26) $ .08
=============== ===============
Weighted average number
of common shares outstanding 1,042,615 1,145,479
=========== ===========
</TABLE>
The accompanying selected information is
an integral part of the financial
statements.
3
<PAGE>
<TABLE>
<CAPTION>
DEVELOPMENT BANCORP, LTD.
CONSOLIDATED STATEMENT OF CASH FLOWS
For the Three Month Period Ended March 31, 1996 and 1995
1996 1995
--------------- ----------
Cash flows from operating activities:
<S> <C> <C>
Net income (loss) $( 268,771) $ 94,317
Adjustments to reconcile net loss to net
cash provided by (used in) operating activities:
Depreciation and amortization 21,815 751
Common stock issued for services - 121,000
Non-cash gain on sale of investment - ( 109,572)
Unrealized (gain) loss on marketable securities 24,444 -
Foreign currency transaction loss 10,113 -
(Increase) decrease in assets:
Commissions receivable ( 3,989) -
Other receivables ( 128,233) -
Marketable securities 39,948 -
Other current assets ( 79,898) -
Stock subscription receivable - ( 250,000)
Increase (decrease) in liabilities:
Accounts payable 18,069 ( 7,026)
Accrued liabilities ( 49,194) -
Due to officers - ( 121,000)
------------------- -------------
Net cash used in operating activities ( 415,696) ( 271,530)
------------- -------------
Cash flows from investing activities:
Purchase of property and equipment ( 14,221) -
-------------- -------------
Net cash used in investing activities ( 14,221) -
-------------- -------------
Cash flows from financing activities:
Repayment of notes payable - related parties ( 5,231) -
Repayment of long-term debt ( 6,511) -
Proceeds from issuance of common stock 54,000 250,000
-------------- -------------
Net cash provided by financing activities 42,258 250,000
-------------- -------------
Effect of exchange rate changes on cash ( 73,415) -
-------------- -------------
Increase (decrease) in cash and equivalents ( 461,074) ( 21,530)
Cash and equivalents - beginning of year 1,518,327 1,725,446
------------ ------------
Cash and equivalents - end of year $ 1,057,253 $ 1,703,916
=========== ===========
Supplemental disclosure of cash flow information:
Cash paid during the year for interest $ 4,535 $ -
============= ==========
</TABLE>
The accompanying selected information is
an integral part of the financial
statements.
4
<PAGE>
DEVELOPMENT BANCORP, LTD.
SELECTED INFORMATION
For the Three Month Period Ended March 31, 1996 and 1995
Note 1: Organization and Significant Accounting Policies
Nature of Organization:
Development Bancorp, Ltd. ("Development" or "the Company")
is a holding company organized in the state of Washington
for the purpose of providing international investment
banking services through its majority-owned subsidiaries:
Development Corp Services Limited (Ireland - 99.93%
owned), SFD Societe Financere De Distribution Geneve SA
(Switzerland - 99.3% owned), and KSM Holding Corporation
("KSM") (United States - 99.93% owned). KSM is the parent
company of wholly-owned Global Financial Group ("Global")
(United States).
Basis of Presentation:
The accompanying unaudited consolidated balance sheets as
of March 31, 1996 and the unaudited consolidated
statements of operations and cash flows for the three
month periods ended March 31, 1996, include the accounts
of Development Bancorp, Ltd. and its wholly-owned
subsidiaries, Development Corp Services Limited, SFD
Societe Financiere De Distribution Geneve SA, and KSM
Holding Corporation. For the three months ended March 31,
1995, the consolidated financial statements include the
accounts of Development Bancorp, Ltd. and its wholly-owned
subsidiaries, Development Corp Services Limited and SFD
Societe Financiere De Distribution Geneve SA. All
references to "the Company" in these financial statements
relate to the consolidated entity. All significant
intercompany accounts and transactions are eliminated in
consolidation.
These financial statements reflect all adjustments which,
in the opinion of management, are necessary for a fair
presentation of the Company's financial position, the
results of operations and its cash flows for the three
months ended March 31, 1996 and 1995. The results for the
period ended March 31, 1996 are not necessarily indicative
of the results that may be expected for the year ending
December 31, 1996. This report should be read in
conjunction with the Financial Statements and Notes
contained in the Company's Annual Report for the year
ended December 31, 1995.
Net Income (Loss) Per Share:
Income (loss) per share is calculated based on the
weighted average number of common shares outstanding as
the effect of including common stock equivalents would be
anti-dilutive.
Reclassifications:
Certain reclassifications have been made in the 1995
financial statements in order to conform with 1996
financial statement presentation. These reclassifications
have no effect on accumulated deficit or net loss, as
originally reported.
5
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF
OPERATIONS AND FINANCIAL CONDITION
The following discussion regarding the financial statements of the
Company should be read in conjunction with the financial statements and notes
thereto included elsewhere in this Report.
As of March 31, 1995 the Company had not engaged in operations.
Substantially all of the Company's operations for the quarter ended March 31,
1996 reflect the operations of the Company's U.S. subsidiaries, KSM Financial
Holdings and Global Financial, Inc.
The Company acquired these subsidiaries in November 1995, but the
acquisition was mutually rescinded in November 1996. Therefore, the results of
operations for the three months ended March 31, 1996 should not be viewed as
indicative of the results of operations to be expected for the full fiscal year
ended December 31, 1996.
6
<PAGE>
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 MATTER TO A VOTE OF SECURITY HOLDERS
None
Item 5. OTHER INFORMATION
None
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits: None
(b) Reports on Form 8-K: None
7
<PAGE>
SIGNATURES
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.
Date: January 10, 1997 By: /s/ Dempsey K. Mork
-------------------
Dempsey K. Mork
(Chief accounting and financial officer
and duly authorized officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
STATEMENTS FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000915337
<NAME> DEVELOPMENT BANCORP, LTD.
<MULTIPLIER> 1
<CURRENCY> US dollars
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> Dec-31-1996
<PERIOD-START> Jan-01-1996
<PERIOD-END> Mar-31-1996
<EXCHANGE-RATE> 1
<CASH> 1,057,253
<SECURITIES> 1,508,216
<RECEIVABLES> 469,824
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 3,327,479
<PP&E> 264,755
<DEPRECIATION> 0
<TOTAL-ASSETS> 4,526,407
<CURRENT-LIABILITIES> 1,333,146
<BONDS> 0
0
165,000
<COMMON> 3,727,496
<OTHER-SE> 734,235
<TOTAL-LIABILITY-AND-EQUITY> 4,526,407
<SALES> 0
<TOTAL-REVENUES> 1,158,462
<CGS> 0
<TOTAL-COSTS> 1,536,277
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,535
<INCOME-PRETAX> (268,771)
<INCOME-TAX> 0
<INCOME-CONTINUING> (268,771)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (268,771)
<EPS-PRIMARY> (.26)
<EPS-DILUTED> (.26)
</TABLE>
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