SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB/A
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 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 Number 0-22934
IMATEL HOLDINGS, INC.
(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 Number)
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 3,370,108
Title of Class Number of Shares outstanding
at September 30, 1998
No exhibits included.
Year 2000 Compliance Issues. The Commpaany has established aa plan to
address Year 2000 Issues. This plan encompasses the phasess of awareness,
assesssment, reenovation, validation and implementation. These phases
will enable the Company to identify risks, develop actiion plans, perform
adequate testing and determine if its processing systems will be Year 2000
ready. Successful implementation of this plan iss expected to mitigate any
extrordinary expenses relateed to the Year 2000 issue. The Company has a
resonaable basis to preclude that the Year 2000 issueill not materially
affect future financial results, or cause reported financial information
not to be necessarily indicative of future operating resultsor future
financial conditions. This basis iss due to the fact the Company has no
computerized receivables or payables.
IMATEL HOLDINGS, INC.
CONSOLIDATED BALANCE SHEET
September 30, December 31,
1998 1997
ASSETS
Current assets:
Cash
$ 27,115 $ 8,596
Interest receivable
0 13,275
Other receivable (Note 1&2)
44,289 250,000
Loan Receivable Related Party
0 295,862
Marketable Securities (Note 3)
0 371,046
Total current assets
71,404 938,779
INVESTMENTS, Net (Note 1) 3,353,885 4,971,962
PROPERTY & EQUIPMENT, less Accum. Deprec.
$23,215 & $19,360 respectively 20,933 29,414
ORGANIZATION COSTS, less Accum. Amort..
$17,461 & $11,602 respectively
0 5,859
OTHER ASSETS
0 6,967
Total assets $ 3,446,222 $ 5,952,981
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Checks excess bank funds (Note 5)
$ 0 $ 935,572
Accounts payable
54,952 38,412
Accrued payroll taxes
0 459
Other accrued liabilities (Note 7)
399,100 316,000
Deferred Dividend Income (Note 2)
32,987 0
Total Current Liabilities
$ 487,039 $ 1,290,443
MINORITY INTEREST 2,000 2,000
Shareholders' equity:
Preferred Stock, no par value; 1,000,000
shares authorized, 1,500 shares issued
and outstanding
1,500 1,500
Common Stock, no par value; 50,000,000
shares authorized; 3,370,168 shares
issued and outstanding (both periods)
12,252,597 12,252,597
Cumulative translation adjustment (Note 4)
(165,142) (193,082)
Retained (deficit)
(9,131,772) (7,400,477)
Total shareholders' equity
2,957,183 4,660,538
Total Liabilities and Equity
$ 3,446,222 $ 5,952,981
The accompanying notes are an integral part of these
financial statements
IMATEL HOLDINGS, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
For the Nine Months Ended Sept 30, 1998 and 1997
3 Months Nine months Ended
7-1/9-30-98 Sept Sept
1998 1997
Revenues:
Commissions and consulting fees
$ 0 $ 0 $ 27,253
Dividend Income (Note 2)
11,301 67,729 543
Total revenues
$ 11,301 $ 67,729 $ 27,796
General and administrative expense (Note 6&8)
$ 89,020 $387,581 $ 635,372
INCOME (LOSS) FROM OPERATIONS
$ (77,719) $(319,852) $(607,576)
Other income (expense):
Unrealized (loss) marketable securities
0 0 (2,116)
Interest income
0 9,961 43,402
Writedown of Investments (Note 1)
0 (1,421,403) (2,884,818)
Foreign currency transaction gain (loss)
0 0 (619)
Total Other (Expense)
0 (1,411,442) (2,844,151)
Gain (loss) from Continuing operations
(77,719) (1,731,294) (3,451.727)
Gain (loss) from Discontinued operations
0 0 (14,098)
Net income (loss)
$ (77,719) $ (1,731,294) $ (3,465,826)
Per share information:
Basic (loss) per common share:
Continuing operations
$ (.03)$ (.51) $ (1.02)
Discontinued operations
$ (.00)$ (.00) $ (Nil)
Basic Weighted average number of
common stock shares outstanding
3,370,168 3,370,168 3,394,668
Diluted (loss) per common share:
Continuing operations
$ (.02)$ (.48) $ (.96)
Discontinued operations
$ (.00)$ (.00) $ (Nil)
Diluted weighted average number of
common stock shares outstanding
3,603,502 3,603,502 3,628,002
The accompanying notes are an integral part of these
financial statements
IMATEL HOLDINGS, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
For the Three and Nine Month Periods Ended
September 30, 1998 and 1997
Three Months Ended Six Months Ended
September 30, September 30,
1998 1997 1998 1997
Cash flows from operating activities:
Net income (loss)
$ (77,719)$(104,998)$(1,731,294)$(3,465,825)
Transactions not requiring cash:
Depreciation and amortization
2,400 1,800 3,855 5,400
Unrealized (gain) loss/marketable securities
0 0 0 2,116
Foreign currency transaction (gain) loss
0 0 0 619
Writedown Pemp/Gestion Guychar, Inc.& IMA
Purchase Technology Investments (Note 1)
0 0 889,603 2,884,818
Writedown marketable securities
0 0 0 0
Changes in current assets and current liabilities:
Receivable, marketable securities and other
current assets (Increases)/Decreases (Note 3)
95,887 0 1,645,934 312,776
Check drawn excess bank funds, accounts payable,
accrued liabilities, other current liabilities
(Decreases)/Increases
37,823 124,750 (1,118,008) 342,794
NET CASH (USED) PROVIDED BY
OPERATING ACTIVITIES
58,391 21,552 (309,910) 82,698
INVESTING ACTIVITIES
Changes in loan and contract receivable
related party, net decrease
0 0 295,862 0
Sale (purchase) of property & equipment
0 0 4,626 0
NET CASH (USED) PROVIDED IN
INVESTING ACTIVITIES
0 0 300,488 0
FINANCING ACTIVITIES
Proceeds from issuance of common stock
0 0 0 0
TRANSLATION (INCREASE) ADJUSTMENT
CHANGES TO CASH (Note 4)
(31,914) (15,463) 27,941 (108,227)
INCREASE (DECREASE) IN CASH
26,477 6,089 18,519 (25,529)
CASH, BEGINNING OF PERIOD
638 2,521 8,596 34,139
CASH, END OF YEAR
$ 27,115 $ 8,610 $ 27,115 $ 8,610
The accompanying notes are an integral part of these
financial statements
IMATEL HOLDINGS, INC.
CONSOLIDATED FINANCIAL NOTES
PERIOD ENDING NINE MONTHS SEPTEMBER 30, 1998
General
The condensed consolidated financial statements of
Imatel Holdings Inc., (formerly Development Bancorp, Ltd.)
included herein, have been prepared without audit pursuant to
the rules and regulations of the Securities and Exchange
Commission. Although certain information normally included in
financial statements prepared in accordance with generally
accepted accounting principles has been condensed or
omitted, Imatel Holdings, Inc's management believes that the
disclosures are adequate to make the information presented not
misleading. The condensed financial statements for the nine
months ended September 30 1998 and the six months ended June 30,
1998 should be read in conjunction with the financial statements
and notes thereto included in this report and Imatel Holdings,
Inc.'s annual report on Form 10-KSB for the fiscal year ended
December 31, 1997.
The condensed consolidated financial statements included
herein reflect all normal recurring adjustments that, in the
opinion of management, are necessary for a fair presentation.
The results for the interim period are not necessarily
indicative of trends or of results to be expected for a full year.
Note 1 - Prior year nine month ending September 30, 1997 has been
restated to incorporate the Pemp/Gestion Guychar, Inc.
writedown of $2,884,818 which was adjusted at the fiscal year
end December 31, 1997 audit to $2,816,335 reflecting a net
investment amount of $889,603 at December 31, 1997, and
$4,082,359 in SFP Bank Stocks (recorded at cost). During the
quarter ending June 30, 1998 the $889,603 balance of the
Pemp/Gention Guychar Inc. Investment was written off and so was
the $250,000 balance of the IMA purchase of technology.
Note 2 - The applicable accounts include an accrual of a
100,000 (Canadian Dollars) Dividend Receivable for 1997 from
Pemp/Guychar, Inc. for the period ending October 1, 1997 which
has been converted to $67,500 (US Dollars) based on the
March 31, 1998 foreign currency rates. The $67,500 will be
taken into income over the first 3 quarters of 1998 at $22,233
per quarter. As of the end of September 30, 1998 only 2 payments
had been received, (the third payment was received in October 1998).
As of September 30, 1998 $34,513 has been taken into income. The
balance of $32,987 represents the three payment that are in arrears.
In addition, the 1998 Dividend for approximately the same amount
($67,500 US Dollars) is now due and payable in full as of October 1,
1998.
Note 3 - Marketable (Debt) Securities consisting of Foreign
Bonds held by Imatel's Geneva Operations were sold during the 1st
quarter of 1998 amounting to $370,072 (U.S. Dollars)
Note 4 - The Balance Sheet Cumulative Translation/Remeasurement
account reflect 3rd quarter 98 increase of $31,914.
Note 5 - The investment in SFP Bank stocks at an original cost of
$4,082,359 is partially on margin in the amount of $728,474 (approximately
18%).
Note 6 - Interest expense (for both 1998 and 1997 3rd quarter)
and 9 months year to date) is attributable mainly to the Bank Service
Charges for Interest and Fees on the SFP Bank Stocks Margin Account.
Note 7 - Other accrued liabilities increased by $34,000.00
(quarterly accrual of Officers/Directors salary for
$30,000 and $4,000 for fiscal 1998 year end audit fees).
Note 8. Nine months 1998 year to date G& A expenses are lower than
prior nine months 1997 by $248,000 due to lower coporate salaries
and overall downsizing expense reductions at the US corporate
offices.
ITEM 2. Management's Discussion and Analysis
See Notes to financial statements for a discussion
of factors in changes in operating line items.
The accompanying selected information is an
integral part of the financial statements.
PART II. OTHER INFORMATION
Note Applicable.
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: November 12, 1998 By:/s/ Dempsey K. Mork
Dempsey K. Mork
(Chief accounting and
financial officer
and duly authorized
officer)
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> SEP-30-1998
<CASH> 27,115
<SECURITIES> 3,353,885
<RECEIVABLES> 44,289
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 3,425,289
<PP&E> 44,148
<DEPRECIATION> (23,215)
<TOTAL-ASSETS> 3,446,222
<CURRENT-LIABILITIES> 487,039
<BONDS> 0
0
1,500
<COMMON> 12,252,597
<OTHER-SE> (9,294,914)
<TOTAL-LIABILITY-AND-EQUITY> 3,446,222
<SALES> 0
<TOTAL-REVENUES> 11,301
<CGS> 0
<TOTAL-COSTS> 89,020
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (77,719)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (77,719)
<EPS-PRIMARY> (0.03)
<EPS-DILUTED> (0.02)
</TABLE>
