Manually Executed
As filed with the United States Securities and Exchange Commission
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the first quarter ended December 31, 1996 Commission File Number 0-9071
E.T. CAPITAL, INC.
(Exact name of registrant as specified in its charter)
Colorado 74-2026624
(State of incorporation) (I.R.S. Employer Identification No.)
3525 South Tamarac Drive, Suite 320, Denver, CO 80237
(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code: (303) 220-0227
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Title of each class Name of each exchange on which registered
Common Stock, $0.10 par value NASD OTC (Electronic bulletin board)
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
all such filing requirements for the past 90 days.
Yes X No
As of December 31, 1996 there were 1,558,787,216 shares of Common Stock, $0.10
par value, outstanding.
Documents incorporated by reference: None
Item 1.
INDEX
Page of
Report
PART I FINANCIAL INFORMATION
Item 1. Financial Statements:
Unaudited Consolidated Balance Sheets:
As at December 31st, 1996 and 1995......................................1.
Unaudited Consolidated Statement of Operations:
For the three months ended December 31st, 1996 and 1995.................2.
Unaudited Consolidated Statement of Cash Flow:
For the three months ended December 31st, 1996 and 1995.................3.
Unaudited Statement of Stockholders' Equity:
As at December 31st, 1996...............................................4.
Item 2. Management's Discussion and Analysis of:
Financial Condition and Results of Operations ..........................5.
PART II OTHER INFORMATION
Other Information.......................................................6.
Signatures ........................................................7.
E.T. CAPITAL, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
(Unaudited)
ASSETS
December 31, December 31,
1996 1995
CURRENT ASSETS:
Accounts Receivable$ 350,000,000 $ 0
FIXED ASSETS:
Equipment 534,886 534,886
Less accumulated
depreciation (532,616) (401,614)
Net Fixed Assets 2,270 133,272
OTHER ASSETS:
Rights' Title, net of
amortization 1 1,246,875
Product Development
Expenditures 304,801 365,761
Total Other Assets 304,802 1,612,636
TOTAL ASSETS $ 350,307,072 1,745,908
E.T. CAPITAL, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
(Unaudited)
LIABILITIES AND STOCKHOLDERS' EQUITY
Dec. 31, 1996 Dec. 31, 1995
CURRENT LIABILITIES:
Accounts Payable$ 81,409 $ 65,762
LONG-TERM LIABILITIES:
Debenture Payable, 982,434 2,361,142
Bearer
STOCKHOLDERS' EQUITY:
Common stock, $.10 par value
100,000,000 shares authorized
25,787,216 shares issued and
outstanding 19,516,079 4,186,079
Paid-In-Capital in excess
of par value 353,429,869 14,929,869
(Deficit) Accumulated during
the Development State(23,622,719) (19,796,944)
TOTAL STOCKHOLDERS' EQUITY (349,323,229) (680,996)
Treasury Stock (80,000) 0
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY$ 350,307,072 $ 1,145,908
E.T. CAPITAL, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS
(Unaudited)
For the 3 mos. For the 3 mos.
Ended Ended
Dec. 31, 1996 Dec. 31, 1995
REVENUES $ 0 $ 0
GENERAL AND ADMINISTRATIVE EXPENSES:
Amortization $ 0 $ 415,625
Auto Expenses,
gas and repairs 3,000 3,000
Consulting Fees 158,290 178,350
Depreciation Expense 32,000 31,500
Rent Expense 12,600 12,600
Telephone Expense 9,000 9,000
Travel and Promotions 45,000 45,000
TOTAL GENERAL AND
ADMINISTRATIVE EXPENSES 259,896 695,075
OTHER EXPENSES
Interest Expense 21,183 54,556
NET (LOSS) $ 281,074 $ 749,631
DEFICIT - OPENING BALANCE $ 23,341,645 $ 19,047,313
DEFICIT - CLOSING BALANCE $ 26,622,719 $ 19,796,944
E.T. CAPITAL, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOW
(Unaudited)
For the 3 mos. For the 3 mos.
Ended Ended
Dec. 31, 1996 Dec. 31, 1995
Net Cash Flows From Operating Activities:
Net (Loss) $ (281,074) $ (749,631)
Adjustments to Reconcile
Net (Loss) to Cash (Loss)
From Operating Activities:
Amortization 0 415,625
Depreciation 32,000 31,500
Sub-total (249,074) (302,506)
Increase in Accounts
Receivable (350,000,000) 0
INCREASE (DECREASE) IN
DEBENTURE PAYABLE,
XANTHOS MANAGEMENT CORP. 249,073 302,506
ISSUANCE OF SHARES OF
COMMON STOCK (350,000,000) 0
OPTION EXPIRY 1 0
INCREASE (DECREASE) IN CASH 0 0
CASH BEGINNING OF PERIOD 0 0
CASH, END OF THE PERIOD $ 0 $ 0
E.T. CAPITAL, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF STOCKHOLDERS' EQUITY
(Unaudited)
As At Dec.31, 1996
Common
Class Stock Additional Development Stockholders
$0.0001 Par Value Paid-In Stage Equity
Shares Amount Capital (Deficit) (Deficit)
Balance
September 30,
1995 25,787,216 $4,186,079 $14,929,869 $(19,047,313) $ (68,635)
Issue 25,000,000
shares @ $0.15
April 17,1996 25,000,000 250,000 3,500,000 0 3,750,000
Issue 8,000,000
shares @$1.25
July, 1996 8,000,000 80,000 9,920,000 0 10,000,000
Reversal of
8,000,000 shares
issued July, 1996 0 0 (9,920,000) 0 (9,920,000)
Net (Loss) for the
year ended
September 30, 1996 (4,294,332) (4,294,332)
Balance,
September 30,
1996 58,787,216 $4,516,079 $18,429,869 $(23,341,645) $(395,697)
November 17, 1997
Issuance of
1,500,000,000
common shares @
$0.233 pursuant
to financing 1,500,000,000 15,000,000 335,000,000 350,000,000
Deficit for period (281,074) (281,074)
Balance
December 31,
1996 1,558,787,216 $19,516,079 $353,429,869 $(23,622,719) 349,323,229
Management's Discussion and Analysis
of
Financial Condition and Results of Operations
Results of Operations
December 30, 1996 v. December 30, 1995
Overall
In April, 1996, the Company reentered the oil and gas exploration field,
first with its agreement to acquire majority control of Spectrum Oil
Corporation and finance hydrocarbon concessions in Paraguay totalling
approximately 15 million acres, and then with its subsequent negotiation of
an Option Agreement with the owners of the owners of the Paraguayan
hydrocarbon concessions after Spectrum's default in its agreement with the
Company. In order to finance the hydrocarbon concessions under the Option
Agreement, and to comply with its financing Agreement with Petek AG, a Swiss
investment company, the Company was required to issue an additional
1,500,000,000 common shares, for which it is to receive $350,000,000.
Additionally, the Company continued in its efforts to enter into the area
of charitable fundraising using 1-900 "pay-per-call" telephone numbers during
this fiscal year. Until the financing and marketing plans of the Company
begin to develop cash flow, the development stage of the program will
continue to draw from the Company's asset picture.
Cash assets at the close of the first quarter were $0 as compared to $0 at
December 31, 1995, and $6,657 at December 31, 1994; fixed assets were
estimated to be worth $2,270 at December 31, 1996, compared with $133,272 at
December 31, 1995, and $256,693 at December 31, 1994; the Rights and
associated product development expenditures (subject to the amortization
schedule set forth in the Financial Statements) dropped to $304,802 at
December 31, 1996, compared to $1,612,636 at December 30, 1995, and
$3,336,096 at December 30, 1994; but total assets rose dramatically, due to
the financing arranged with Petek AG, a Swiss investment firm, to
$350,307,072 at December 31, 1996, from $1,745,908 at December 31, 1995, and
$3,599,446 at December 30, 1994. The financing through Petek AG offers the
Company an unparalleled opportunity not only to develop the Paraguayan oil
concessions but also to finance the television campaign for its 1-900
charitable fund raising business, commercials for which have already been
developed.
Extraordinary Items
There were no extraordinary items reported in this fiscal year.
Liquidity and Capital Resources
At December 31, 1996, the Company had no cash assets, but total current
assets of $350,307,072 compared with cash assets of 0 and total assets of
$1,745,908 at December 31, 1995 and cash assets of $6,657, and total assets
of $3,599,446 at December 31, 1994. The Company is not aware of any known
trends, demands, commitments, events or uncertainties that will result in or
that are reasonably likely to result in the Company's liquidity increasing or
decreasing in any material way.
Capital Resources and Expenditure
There were no significant capital expenditures made by the Company during
the quarter ended December 30, 1996. However, the Company would be obligated
to make up to $75,000,000 in capital expenditures if it exercised the Option to
acquire the Paraguayan hydrocarbon concessions. Management of the Company
knows of no material trends, favorable or unfavorable, with respect to the
Company's capital resources.
Inflation
The results of the Company's operations have not been significantly
affected by inflation during the quarter ended December 30, 1996.
Other Information
Part II. Other Information
Items 1, 2, 3, 4, 5, and 6 are not applicable and have been omitted.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, duly authorized.
Dated: October 10, 1997
E.T. CAPITAL, INC. (the "Company")
By: /s/ Sidney B. Fowlds
Chairman of Board of Directors
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Company and in the capacities and on the dates indicated.
Date: October 10, 1997 /s/ Sidney B. Fowlds
Director
Date: October 10, 1997 /s/ John Johnston
Director
Date: October 10, 1997 /s/ Robert Miller
Director