UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended March 31, 1998 Commission File Number 0-25658
- -------------------------------- ------------------------------
Kalan Gold Corporation
(Exact name of registrant as specified in its charter)
COLORADO 84-1357927
- ------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
Tower II, Suite 100, 12835 E. Arapahoe Road, Englewood, Colorado 80112
- ----------------------------------------------------------------- ----------
(Address of principal executive offices) (Zip code)
(303) 706-1606
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(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year, if
changed since last report.)
Indicate by check 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. Yes __X__ No _____
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common stock, $.00001 par value 7,290,999
- -------------------------------- ----------------------------------------------
Class Number of shares outstanding at March 31, 1998
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This document is comprised of 9 pages.
<PAGE>
FORM 10QSB
1ST QUARTER
INDEX
Page
PART I FINANCIAL INFORMATION
Item 1. Financial Statements *
Condensed balance sheet - March 31, 1998 (Unaudited) 3
Condensed statements of operations Three months ended
March 31, 1998 and March 31, 1997 (Unaudited) 4
Condensed statements of cash flows Three months ended
March 31, 1998 and March 31, 1997 (Unaudited) 5
Notes to condensed financial statements (Unaudited) 6
Item 2. Plan of operation 7
PART II OTHER INFORMATION 8
Item 1. Legal Proceedings
Item 2. Changes In Securities
Item 3. Defaults Upon Senior Securities
Item 4. Submission of Matters To A Vote of Security Holders
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K
Signatures 9
* The accompanying financial statements are not covered by an independent
Certified Public Accountant's report.
<PAGE>
Part I. Item 1. Financial information
KALAN GOLD CORPORATION
-----------------------------
(A Development Stage Company)
Condensed Balance Sheet
March 31, 1998
CASH $ 2,537
FURNITURE AND EQUIPMENT, NET 3,268
-----------
TOTAL ASSETS 5,805
===========
LIABILITIES AND SHAREHOLDERS' DEFICIT
LIABILITIES
Accounts payable $ 12,378
Accrued liabilities 15,757
Advance from affiliate (Note B) 97,026
Due to affiliate (Note B) 7,000
Deferred gain 4,517
-----------
TOTAL LIABILITIES 136,678
-----------
SHAREHOLDERS' EQUITY (DEFICIT) (Notes C)
Preferred stock, $.10 par value, 1,000,000 shares authorized,
-0- shares issued and outstanding -
Common stock, $.00001 par value, 100,000,000 shares
authorized, 7,290,999 shares issued and outstanding 73
Outstanding common stock options 129,500
Additional paid-in capital 30,383
Deficit accumulated during development stage (290,829)
-----------
TOTAL SHAREHOLDERS' DEFICIT (130,873)
-----------
$ 5,805
-----------
See accompanying notes to condensed financial statements
3
<PAGE>
KALAN GOLD CORPORATION
-----------------------------
(A DEVELOPMENT STAGE COMPANY)
Condensed Statements of Operations
January 1, 1993
(inception)
March 31, Through
----------------------- March 31,
1998 1997 1998
---------- ---------- ----------
COSTS AND EXPENSES
General and administrative $ 18,830 $ 54,523 $ 247,388
Stock option expense - - 129,500
Depreciation 754 454 2,177
---------- ---------- ----------
INCOME (LOSS) FROM OPERATIONS (19,584) 54,977 (379,065)
OTHER INCOME (EXPENSE)
Gain on sale and termination
of agreement. - 98,647 86,041
Interest expense 1,941 743 (14,388)
---------- ---------- ----------
NET INCOME (LOSS) $ (21,525) $ 30,321 $ (294,806)
========== ========== ==========
BASIC WEIGHTED AVERAGE
SHARES OUTSTANDING 7,198,333 7,052,500 3,047,738
========== ========== ==========
BASIC (LOSS) PER SHARE $ * $ * $ (.10)
========== ========== ==========
DILUTED WEIGHTED AVERAGE
SHARES OUTSTANDING 7,198,333 7,052,500 3,146,250
========== ========== ==========
DILUTED (LOSS) PER SHARE $ * $ * $ (.09)
========== ========== ==========
* Less than $(.01) per share
See accompanying notes to condensed financial statements
4
<PAGE>
KALAN GOLD CORPORATION
(A DEVELOPMENT STAGE COMPANY)
Condensed Statements of Cash Flows
January 1, 1993
(inception)
March 31, Through
----------------------- March 31,
1998 1997 1998
---------- ---------- ----------
NET CASH (USED IN)
OPERATING ACTIVITIES (14,531) (53,445) (214,971)
---------- ---------- ----------
INVESTING ACTIVITIES
Purchase of equipment - - (5,446)
Proceeds from sale of property - 145,945 145,945
---------- ---------- ----------
NET CASH PROVIDED BY (USED IN)
INVESTING ACTIVITES - 145,945 140,499
---------- ---------- ----------
FINANCING ACTIVITIES
Proceeds from stock
options exercised 4,000 - 4,750
Proceeds from advances from
affiliate 12,100 - 204,472
Repayments to affiliate - (60,945) (107,447)
Principal payments on
long-term debt - - (30,000)
Capital contribution - - 3,700
---------- ---------- ----------
NET CASH (USED IN) PROVIDED BY
FINANCING ACTIVITIES 16,100 (60,945) 75,475
---------- ---------- ----------
NET INCREASE (DECREASE) IN CASH 1,569 31,555 1,003
Cash, beginning of period 968 7,228 1,534
---------- ---------- ----------
CASH, END OF PERIOD $ 2,537 $ 38,783 $ 2,537
========== ========== ==========
See accompanying notes to condensed financial statements
5
<PAGE>
KALAN GOLD CORPORATION
-----------------------------
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
March 31, 1998
Note A: Basis of presentation
The financial statements presented herein have been prepared by the Company in
accordance with the accounting policies in its annual 10-KSB report dated
December 31, 1997 and should be read in conjunction with the notes thereto.
In the opinion of management, all adjustments (consisting only of normal
recurring adjustments) which are necessary to provide a fair presentation of
operating results for the interim period presented have been made. The results
of operations for the periods presented are not necessarily indicative of the
results to be expected for the year.
Interim financial data presented herein are unaudited.
Note B: Related party transactions
The Company entered into a verbal agreement to rent office space from the
affiliate effective September 1, 1997. The agreement calls for monthly payments
of $1,000. As of March 31, 1998 the Company has accrued $7,000, which is
included in the accompanying financial statements as due to affiliate.
As of December 31, 1997, the Company owed an affiliate $84,926 for short-term
cash advances made during 1997 for working capital purposes. The affiliate
advanced an additional $12,100 during the first three months of 1998. The total
$97,026 is recorded in the financial statements as advance from affiliate.
Note C: Shareholders' equity (deficit)
An ex-officer and a current officer of the Company exercised a total of 200,000
options during the three months ended March 31, 1998 for total proceeds to the
Company of $4,000. The non-compensatory options were granted in 1997 at $.02 per
share. Of the 312,500 non-compensatory $.02 options granted in 1996, there are
75,000 options outstanding at March 31, 1998. All 350,000 options granted for an
exercise price of $1.00 per common share, resulting in compensation expense in
1997 are still outstanding.
Note D: Income taxes
The Company records its income taxes in accordance with Statement of Financial
Accounting Standard No. 109, "Accounting for Income Taxes". The Company incurred
net operating losses during the three months ended March 31, 1998 resulting in a
deferred tax asset, which was fully allowed for, therefore the net benefit and
expense result in $0 income taxes.
6
<PAGE>
Part I. Item 2. Plan of operation
KALAN GOLD CORPORATION
-----------------------------
(A DEVELOPMENT STAGE COMPANY)
PLAN OF OPERATION
The plan of the Company's management, for the next twelve months, is to focus on
a new agreement, entered into on February 9, 1998, whereby the Company will
provide services related to the gold mining, smelting and refining businesses.
This activity is expected to provide positive cash flow from operations, however
there is no assurance that the Company will achieve profitable operations. In
addition, from time to time certain officers infuse cash for working capital
purposes on an as-needed basis. At March 31, 1998 the Company had three
employees and does not anticipate materially increasing the number of employees
in the next twelve months.
RESULTS OF OPERATIONS
No income producing operations were conducted during the most recent quarter.
Expenses, since year end and in the current quarter, consisted of rent and
office offices, salaries, accounting and audit fees, transfer agent costs,
interest and depreciation.
FINANCIAL CONDITION
There have been no material changes to the Company's financial condition during
the three months ended March 31, 1998. All development stage activity has been
funded, in the form of cash working capital advances, by a major shareholder and
officer of the Company.
PART II - OTHER INFORMATION
- --------------------------
Items 1 Through 5 - No response required.
Item 6 - Exhibits and reports on Form 8-K.
(a) Exhibits
27* Financial Data Schedule.
(b) Reports on Form 8-K were filed on:
February 9, 1998 - Agreement to provide consulting services to
Asean Gold Industries, Inc.
7
<PAGE>
SIGNATURES
The financial information furnished herein has not been audited by an
independent accountant; however, in the opinion of management, all adjustments
(only consisting of normal recurring accruals) necessary for a fair presentation
of the results of operations for the three months ended March 31, 1998 have been
included.
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.
KALAN GOLD CORPORATION.
(Registrant)
DATE: May 14, 1998 BY: /s/ Sanford Altberger
--------------------- -------------------------------------
Sanford Altberger
President and Chief Executive Officer
8
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Kalan Gold
Corp. unaudited balance sheet as of March 31, 1998 and the related statement of
income for the three months then ended and is qualified in it's entirety by
reference to such financial statement.
</LEGEND>
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<NAME> Kalan Gold Corp.
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<FISCAL-YEAR-END> DEC-31-1998
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<PERIOD-END> MAR-31-1998
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