U.S. 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, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
COMMISSION FILE NUMBER: 33-93994
FIRST AMERICAN CLOCK CO.
(Exact name of registrant as specified in its charter)
NEVADA 87-0543565
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
3211 South Highland Drive
Salt Lake City, Utah 84106
(Address of principal executive offices)
(801) 484-8680
(Registrant's telephone number, including area code)
Check whether the issuer (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 report(s), and (2)
has been subject to such filing requirements for the past 90
days.
YES [X] NO [ ]
The number of $.001 par value common shares outstanding at March
31, 1997: 908,300
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
See attached.
<PAGE>
FIRST AMERICAN CLOCK CO.
(A Development Stage Company)
CONDENSED BALANCE SHEETS
ASSETS
March 31, 1997 December 31,
(Unaudited) 1996
CURRENT ASSETS:
Cash in bank $ 554 $ 410
Accounts receivable 3,500 -
Inventory 38,000 42,500
------------ ----------
Total Current Assets 42,054 42,910
------------ ----------
OTHER ASSETS:
Organization costs, net of amortization of
$263 and $213 737 787
------------ ----------
Total Other Assets 737 787
------------ ----------
TOTAL ASSETS $ 42,791 $ 43,697
------------ ----------
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 750 $ -
Accrued interest payable 25 10
Stockholder advances 1,000 1,000
------------ ----------
Total Current Liabilities 1,775 1,010
------------ ----------
STOCKHOLDERS' EQUITY:
Preferred stock; $.001 par value, 5,000,000 shares
authorized, no shares issued and outstanding - -
Common stock; $.001 par value, 50,000,000 shares
authorized, 908,300 and 908,300 shares issued
and outstanding respectively 908 908
Capital in excess of par value 45,753 45,753
Earnings (deficit) accumulated during the
development stage (5,645) (3,974)
------------ ----------
Total Stockholders' Equity 41,016 42,687
------------ ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 42,791 $ 43,697
------------ ----------
The accompanying notes are an integral part of these financial statements
<PAGE>
FIRST AMERICAN CLOCK CO.
(A Development Stage Company)
CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
For the For the Cumulative
Three Months Three Months During the
Ended Ended Development
March 31, 1997 March 31, 1996 Stage
REVENUE
Clock sales $ 5,500 $ $ 5,500
Costs of goods sold (4,500) - (4,500)
----------- -------- ---------
Total revenues 1,000 - 1,000
EXPENSES
Interest 15 - 25
Bank charges 14 55 236
Professional fees 2,257 - 4,417
Amortization expense 50 25 263
Other fees 335 - 1,079
Travel
----------- -------- ---------
Total expenses 2,671 (80) 6,739
----------- -------- ---------
OPERATING INCOME (LOSS) (1,671) (80) (5,739)
OTHER INCOME (EXPENSE)
Interest - 31 94
----------- -------- ---------
NET INCOME (LOSS) $ (1,671) $ (49) $ (5,645)
----------- -------- ---------
EARNINGS (LOSS) PER SHARE $ (0.00) $ (0.00) $ (0.01)
----------- -------- ---------
The accompanying notes are an integral part of these financial statements
<PAGE>
FIRST AMERICAN CLOCK CO.
(A Development Stage Company)
CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
For the For the Cumulative
Three Months Three Months During the
Ended Ended Develoment
March 31, 1997 March 31, 1996 Stage
INCREASE (DECREASE) IN CASH
CASH FLOWS FROM OPERATING ACTIVITIES
Sales $ 2,000 $ $ 2,000
Interest income - 31 94
Bank charges (14) (55) (236)
Cash paid for organization expense,
supplies and services (1,842) (500) (48,965)
----------- ---------- ----------
Net Cash Provided (Used) by
Operating Activities 144 (524) (47,107)
----------- ---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES - - -
----------- ---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES
Sale of common stock - 54,150 62,150
Deferred offering costs - (7,116) (15,489)
Stockholder advances - - 1,000
----------- ---------- ----------
Net Cash Provided by Financing
Activities - 47,034 47,661
----------- ---------- ----------
NET INCREASE (DECREASE) IN CASH 144 46,510 554
CASH - BEGINNING OF PERIOD 410 856 -
----------- ---------- ----------
CASH - END OF PERIOD $ 554 $ 47,366 $ 554
----------- ---------- ----------
RECONCILIATION OF NET INCOME TO NET
CASH PROVIDED (USED) BY OPERATING
ACTIVITIES
NET INCOME (LOSS) $ (1,671) $ (49) $ (5,645)
----------- ---------- ----------
Adjustments to reconcile net income
(loss) to net cash provided (used)
by operating activities
Amortization 50 25 263
Change in assets and liabilities
Inventory costs 4,500 - (38,000)
Organization costs - (500) (1,000)
Accounts receivable (3,500) - (3,500)
Accrued interest payable 15 - 25
Accounts payable 750 - 750
----------- ---------- ----------
Total Adjustments 1,815 (475) (41,462)
----------- ---------- ----------
NET CASH PROVIDED (USED)
BY OPERATING ACTIVITIES $ 144 $ (524) $ (47,107)
----------- ---------- ----------
The accompanying notes are an integral part of these financial statements
<PAGE>
FIRST AMERICAN CLOCK CO.
(A Development Stage Company)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 1 - CONDENSED FINANCIAL STATEMENTS
The accompanying financial statement have been prepared by the Company without
audit. In the opinion of management, all adjustments (which include only normal
recurring adjustments) necessary to present fairly the financial position,
results of operation and cash flows at March 31, 1997 and 1996 and for all
periods presented have been made.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. It is suggested that these condensed financial
statements be read in conjunction with the financial states and notes thereto
included in the Company's December 31, 1996 audited financial statement. The
results of operations for the periods ended March 31, 1997 and 1996 are not
necessarily indicative of the operating results for the full year.
<PAGE>
Item 2: Management's Discussion & Analysis or Plan of Operations
The Company was incorporated on May 17, 1995. The Company
has not yet generated any significant revenues from operations
and is considered a development stage company. To date,
activities have been limited to organizational matters, the
preparation and filing of the registration statement to register
a public offering of its securities, pursuant to which the
Company offered and sold 108,300 shares of common stock and
raised gross proceeds of $54,150, the closing of such offering
and the acquisition of initial inventory and commencement of
limited operations. The Company has no significant assets other
than the inventory initially acquired with the net proceeds from
the offering.
The Company used most of the net proceeds from the offering
to acquire antique, museum quality clocks, watches and other
timepieces for resale. A portion of the proceeds was also used
to provide initial working capital for the commencement of
operations of the Company's business. Management's plan of
operation for the next twelve months is to attempt to arrange
suitable resales of the existing inventory to generate revenues
from operations and provide sufficient proceeds to acquire
additonal items of inventory. The Company was formed to engage
in the business of retailing and/or wholesaling unusual and
unique timepieces of museum quality. The Company has acquired
and intends to acquire antique, museum quality timepieces that
heretofore have not been available to the general buying public,
and market such timepieces to museums or other institutional
buyers, private collectors and the general public. This is based
solely on management's belief that in some instances the
timepieces it may acquire are presently in the hands of private
collectors who are not holding them out for sale to the general
public. In the event the Company acquires such pieces but does
not, in any instance, have a prearranged buyer, it would make
such items available for sale to the general public through Mr.
Jardine's retail business.
There is absolutely no assurance that the business will
succeed and that the Company will be able, with the proceeds of
the offering, to find and acquire the type of antique, museum
quality clocks and timepieces that it desires to acquire or will
be able to find purchasers for and arrange suitable resales of
the inventory it has already acquired. In the event the proposed
business is unsuccessful, there is no assurance the Company could
successfully become involved in any other business venture. The
Company presently has no plans, commitments or arrangements with
respect to any other proposed business venture.
Mr. Jardine, the President and sole officer and director, is
aware and has inquired of several dozen persons known to him to
be interested in buying museum quality antique timepieces and is
aware of more than a dozen collectors who are interested in
selling pieces from their collections, including individuals in
both the United States and Europe with extensive collections.
Mr. Jardine is also aware of auctions, shows and other events
where buying and selling takes place which he plans to attend to
the extent funds permit. Mr. Jardine intends to investigate the
museum quality antique timepiece market in both the United States
and Europe, and believes that with his 25 years of experience in
purchasing and selling antique clocks in the United States and
Europe that the Company should be able to find sufficient
inventory to acquire and market. However, there is no assurance
that the business skills acquired by the President in the general
antique clock market will enable him to buy and sell museum
quality antique timepieces, since he has only limited prior
experience in this limited aspect of the more general antique
clock market. (See "Management").
At this time, no assurances can be given with respect to the
length of time after commencement of operations that it will be
necessary to fund operations from proceeds of the offering.
Management has begun investigating the antique timepiece market
and entering into contractual or other arrangements for
acquisition of the inventory, and intends to resell such
inventory that it has acquired as quickly as possible at a
sufficient markup to cover travel and other marketing expenses as
well as provide additional proceeds for the continuing
acquisition of inventory. However, there is absolutely no
assurance of this, and if the Company is unable to generate
sufficient revenues from operations to cover expenses within such
time frame, it will have to seek additional debt or equity
financing for which it has no commitments.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Change in Securities
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
None
<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.
First American Clock Co.
Date: May 21, 1997 by: /s/ Mick Jardine
Mick Jardine, Chairman
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF FIRST AMERICAN CLOCK CO. AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
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<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
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0
0
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<TOTAL-LIABILITY-AND-EQUITY> 42,791
<SALES> 5,500
<TOTAL-REVENUES> 5,500
<CGS> 4,500
<TOTAL-COSTS> 4,500
<OTHER-EXPENSES> 2,671
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</TABLE>
