SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10QSB [ X ] Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal quarter ended February 28, 1999 or [ ] Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from __________ to __________ Commission File No. 0-9793 MINEX RESOURCES, INC. ___________________________________________________________________ (Exact name of Registrant as specified in its charter) Wyoming 83-0248003 ________________________________ _______________________ (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 7227 Bridle Drive Cheyenne, Wyoming 82009-1016 - ------------------------------------------------------------------- (Address of principal (Zip Code) executive offices) Registrant's telephone number: (307)635-3526 NONE - ------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Check whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities and 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 NO X ----- ----- State the number of shares outstanding of each of the issuer's classes of common stock as of the latest practicable date. Class Outstanding at April 3, 1999 - ----------------------------- ---------------------------- Common stock, $.001 par value 47,700,000 shares MINEX RESOURCES, INC. Index PART I. FINANCIAL INFORMATION ITEM 1. Financial Statements Condensed Balance Sheet--February 28, 1999 & November 30, 1998 Condensed Statements of Operations--Three and Twelve Months Ended February 28, 1999 and February 28, 1998 Condensed Statements of Cash Flows--Three Months Ended February 28, 1999 and February 28, 1998 Notes to Condensed Financial Statements ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations PART II. OTHER INFORMATION ITEM 3. Exhibits and Reports on Form 8-K Signatures MINEX RESOURCES, INC. PART I. FINANCIAL INFORMATION Item 1. Financial Statements Accountant's Compilation Report ------------------------------- To the Board of Directors Minex Resources, Inc. Cheyenne, Wyoming We have compiled the accompanying balance sheets of Minex Resources, inc. (a corporation) as of February 28, 1999 and November 30, 1998, and the related statements of operations and cash flows for the quarter and year to date ended February 28, 1999, and the statements of operations and cash flows for the quarter and year to date ended February 28, 1998, in accordance with Statements on Standards for Accounting and Review Services issued by the American Institute of Certified Public Accountants. A compilation is limited to presenting in the form of financial statements information that is the representation of management. We have not audited or reviewed the accompanying financial statements and, accordingly, do not express an opinion or any other form of assurance on them. Management has elected to omit substantially all of the disclosures required by generally accepted accounting principles. If the omitted disclosures were included in the financial statements, they might influence the user's conclusions about the Company's financial position, results of operations, and cash flows. Accordingly, these financial statements are not designed for those who are not informed about such matters. /s/ Clifford H. Moore & Co. April 19, 1999 MINEX RESOURCES, INC. BALANCE SHEETS AS OF FEBRUARY 28, 1999 AND NOVEMBER 30, 1998 SEE ACCOUNTANT'S COMPILATION REPORT ASSETS February 28, November 30, 1999 1998 CURRENT ASSETS: Cash $ 355 $ 1,482 ----------- ----------- Total current assets $ 355 $ 1,482 ----------- ----------- PROPERTY AND EQUIPMENT, AT COST: Oil & gas properties, utilizing the full cost method $ 1,152,938 $ 1,152,938 Undeveloped and developed mining properties 219,573 216,261 Equipment and organization costs 72,972 72,972 ----------- ----------- Total properties and equipment $ 1,445,483 $ 1,442,171 Accumulated depreciation, depletion & amortization ( 962,650) ( 962,650) ----------- ----------- $ 482,833 $ 479,521 ----------- ----------- OTHER ASSETS: Investment in affiliate (Note 3) $ 94,577 $ 94,577 ----------- ----------- TOTAL ASSETS $ 577,765 $ 575,580 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY ------------------------------------ CURRENT LIABILITIES: Notes payable - Bank $ 12,000 $ 5,000 Accounts payable 9,505 9,505 Accrued liabilities - officers 75,122 73,622 - others 290 242 ----------- ----------- Total current liabilities $ 96,917 $ 88,369 ----------- ----------- STOCKHOLDERS' EQUITY: Preferred stock, $.001 par value; authorized 10,000,000 shares, none outstanding $ -0- $ -0- Common stock, 1 mill par value; authorized 100,000,000 shares, issued and outstanding 47,700,000 shares 47,700 47,700 Capital in excess of par value 2,581,431 2,581,431 Retained deficit ( 2,148,283) ( 2,141,920) ----------- ----------- Total stockholders' equity $ 480,848 $ 487,211 ----------- ----------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 577,765 $ 575,580 =========== =========== MINEX RESOURCES, INC. STATEMENTS OF OPERATIONS FOR THE FIRST QUARTER AND YEAR TO DATE ENDED FEBRUARY 28, 1999 AND 1998 SEE ACCOUNTANT'S COMPILATION REPORT First quarter and year to date ended February 28, February 28, 1999 1998 ------------ ------------ REVENUES: Oil and gas sales $ 1,367 $ 2,994 ------- ------- COSTS AND EXPENSES: Oil and gas production expenses $ 1,130 $ 908 Mineral property -0- -0- Depreciation, depletion and amortization -0- -0- General and administrative 6,438 2,973 Interest 162 153 ------- ------- Total costs and expenses $ 7,730 $ 4,034 ------- ------- INCOME (LOSS) BEFORE INCOME TAX (BENEFITS) ($ 6,363) ($ 1,040) PROVISION FOR INCOME TAX -0- -0- ------- ------- NET INCOME (LOSS) ($ 6,363) ($ 1,040) ======= ======= INCOME (LOSS) PER COMMON SHARE $ * $ * ======= ======= WEIGHTED AVERAGE NUMBER OF COMMON AND COMMON EQUIVALENT SHARES OUTSTANDING 47,700,000 47,700,000 ========== ========== * Less than $.01 per share MINEX RESOURCES, INC. STATEMENTS OF CASH FLOWS FOR THE QUARTERS ENDED FEBRUARY 28, 1999 AND 1998 SEE ACCOUNTANT'S COMPILATION REPORT February 28, February 28, 1999 1998 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ($ 6,363) ($ 1,040) ADJUSTMENTS TO RECONCILE NET INCOME (LOSS) TO NET CASH PROVIDED BY OPERATING ACTIVITIES: Other liabilities 1,548 ( 316) CHANGES IN ASSETS AND LIABILITIES: Accounts payable -0- ( 3,312) ------- ------- Net cash (used) by operations ($ 4,815) ($ 4,668) ------- ------- INVESTING ACTIVITIES: Capital expenditures ($ 3,312) $ -0- ------- ------- FINANCING ACTIVITIES: Additions to short term debt $ 7,000 $ 4,500 Reductions of short term debt -0- -0- ------- ------- Net cash provided (used) by financing activities $ 7,000 $ 4,500 ------- ------- Net increase (decrease) in cash and cash equivalents ($ 1,127) ($ 168) Cash and cash equivalents at beginning of year 1,482 251 ------- ------- Cash and cash equivalents at end of quarter $ 355 $ 83 ======= ======= SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Interest paid $ 76 $ 153 ======= ======= MINEX RESOURCES, INC. Notes to Condensed Financial Statements 1) The Condensed Balance Sheet as of February 28, 1999, the Condensed Statements of Operations for the three months ended February 28, 1999 and February 28, 1998, and the Condensed Statements of Cash Flows for the three months ended February 28, 1999 and February 28, 1998, have been prepared by the Company without audit. In the opinion of the Company, the accompanying financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to fairly present the financial position of the Company as of February 28, 1999, the results of operations for the three months and twelve months ended February 28, 1999 and February 28, 1998, and the cash flows for the three months then ended. 2) 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 financial statements be read in conjunction with the Company's November 30, 1998, Form 10-KSB. 3) On August 15, 1983, Minex Resources, Inc. acquired 45% (4,500 shares) of the outstanding stock of Methanol Production Corporation ("MPC"). On July 12, 1988, the assets of MPC were sold to UNICO, Inc. As a result of this transaction, and a later decision to liquidate MPC, Minex received 945,773 shares of UNICO common stock which was reduced to 47,288 shares after a 20 to 1 reverse split on July 28, 1994. In accordance with currently acceptable accounting practices, Minex shows 80% of the NASDAQ market value of UNICO stock ($.125 bid as of July 12, 1988) on its balance sheet. The bid price of UNICO, Inc. as of November 30, 1998 was $2.00. No adjustments have been made to carrying value to reflect current market value. 4) The results of operations for the periods ended February 28, 1999 and February 28, 1998, are not necessarily indicative of the operating results for the full year. ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Liquidity and Capital Resources The Company's working capital decreased by $4,815 during the three months ended February 28, 1999, resulting in negative working capital of $91,702 at the end of the period. The decrease in working capital is primarily a result of expenditures for various general and administrative expenses. The Company anticipates that it will be able to meet its capital requirements for the remainder of the year ending November 30, 1999. The employment circumstances of the President of Minex have recently changed. Management is actively looking at possible ways to recapitalize the Company. No assurance can be given that this will occur. Results of Operations The Company had lower revenues from operations during the three months ended February 28, 1999, when compared to the corresponding period of the prior year. This is a reflection of lower oil and gas prices. No advance royalties were due or received from Nevada gold property leases this quarter. General and administrative costs increased by $3,465 during the three months ended February 28, 1999, from the same period of the previous year. This increase in general and administrative expenses is due primarily to an increase in the cost of professional services. The Company's operations consist primarily of administrative activities associated with the preparation of various reports and documents as required by law, and keeping the Nevada mining claims current and intact. A limited amount of mineral prospecting work was completed this quarter. PART II. OTHER INFORMATION Item 3. Exhibits and Reports on Form 8-K. (a) Exhibits. None. (b) Reports on Form 8-K. There are no reports filed by the Company on Form 8-K for the quarter ended February 28, 1999. 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, hereunto duly authorized. MINEX RESOURCES, INC. (Registrant) Date: April 26, 1999 By: /s/ Dennis W. Tippets -------------------------- President and Principal Financial Officer