FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 1994 Commission file number 2-85622 DCS CAPITAL CORPORATION (Exact name of registrant as specified in its charter) Delaware 38-2449183 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 2030 Dow Center, Midland, Michigan 48674 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (517) 636-1000 Not Applicable (Former name, former address and former fiscal year if changed since last report) 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 registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No 300 shares of common stock, par value $1.00 per share, were outstanding at September 30, 1994. PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS The balance sheets of the DCS Capital Corporation as of Sep. 30, 1994 and December 31, 1993, statements of income and expenses for the three months and nine months ended Sep. 30, 1994 and 1993, and cash flows for nine months ended Sep. 30, 1994 and 1993, and notes thereto are attached. The unaudited interim financial statements referred to above reflect all adjustments (consisting of normal recurring accruals) which, in the opinion of management, are considered necessary for a fair presentation of the results for the periods covered. DCS CAPITAL CORPORATION BALANCE SHEETS September 30, Dec. 31, 1994 1993 Assets Current Assets: Cash and Cash Equivalents $300 $300 Receivables from DCS Capital Partnership 43,518,737 46,387,812 Total 43,519,037 46,388,112 Receivables from DCS Capital Partnership - Long Term 88,039,122 95,022,269 Total $131,558,159 $141,410,381 Liabilities and Stockholder's Equity Current Liabilities: Accounts Payable $3,950 $3,500 Notes Payable 24,884,000 30,388,000 Long-term debt due within one year 14,000,000 14,000,000 Accrued interest 4,630,787 1,996,312 Total 43,518,737 46,387,812 Long-term Debt 88,039,122 95,022,269 Stockholder's Equity: Common stock ($1 par value; authorized, issued, and outstanding, 300 shares) 300 300 Total $131,558,159 $141,410,381 DCS CAPITAL CORPORATION STATEMENTS OF INCOME AND EXPENSES Three Months Ended Nine Months Ended Sept. 30, Sept. 30, Sept. 30, Sept. 30, 1994 1993 1994 1993 Interest and Other Income: Interest earned on advances to DCS Capital Partnership $3,030,060 $2,830,668 $8,562,052 $8,505,793 Administrative Fees from DCS Capital Partnership 3,950 14,514 86,709 85,493 Total Income $3,034,010 $2,845,182 $8,648,761 $8,591,286 Interest and Other Expenses: Interest on short-term debt $371,589 $248,791 $985,589 $771,048 Interest on long-term debt 2,658,471 2,581,877 7,576,463 7,734,745 Administrative and other expenses 3,950 14,514 86,709 85,493 Total Expenses $3,034,010 $2,845,182 $8,648,761 $8,591,286 DCS CAPITAL CORPORATION STATEMENTS OF CASH FLOWS Nine Months Ended September 30, 1994 1993 Net Income $0 $0 Cash Flows from Operating Activities: Decrease (Increase) in Accounts Receivable 2,869,075 2,884,997 Increase in Accounts Payables 450 3,500 Increase (Decrease) in Accrued Interest 2,634,475 2,516,503 Amortization of Discount on Notes 16,853 16,853 Net Cash Provided (Used) by Operations 5,520,853 5,421,853 Cash Flows from Financing Activities: Proceeds of Bank of America Notes 270,386,759 263,560,000 Repayment of American Notes (275,890,759) (268,965,000) Repayment of Swiss Notes (7,000,000) (7,000,000) Net Cash Used by Financing Activities (12,504,000) (12,405,000) Cash Flows from Investing Activities: Decrease in Long-Term Receivables 6,983,147 6,983,147 Net Change in Cash 0 0 Cash Beginning Balance 300 300 Cash Ending Balance $300 $300 DCS CAPITAL CORPORATION ITEM I - NOTES TO FINANCIAL STATEMENTS Note 1. Summarized Financial Statements of DCS Capital Partnership BALANCE SHEET Sept. 30, Dec. 31, 1994 1993 Assets: Cash $100 $783 Due from Novacor Chemicals Ltd.: Note receivable 130,554,820 140,512,391 Accrued interest 991,366 923,134 Investment in DCS Capital Corporation 300 300 Total $131,546,586 $141,436,608 Liabilities and Partners' Capital: Payable to DCS Capital Corporation 131,520,064 141,410,081 Payable to The Dow Chemical Company 25,922 25,927 Partners' Capital 600 600 Total $131,546,586 $141,436,608 DCS CAPITAL CORPORATION ITEM I - NOTES TO FINANCIAL STATEMENTS Note 1. (Continued) DCS PARTNERSHIP STATEMENTS OF INCOME AND EXPENSES Three Months Ended Nine Months Ended Sept. 30 Sept. 30 Sept. 30, Sept. 30, 1994 1993 1994 1993 Income: Interest on loans to Novacor Chemicals Ltd. $3,037,515 $2,848,682 $8,621,471 $8,601,454 Total $3,037,515 $2,848,682 $8,621,471 $8,601,454 Expenses: Interest on advances from DCS Capital Corporation $3,030,060 $2,830,668 $8,562,052 $8,505,792 Administrative Expenses: Paid to DCS Capital Corporation 3,950 14,514 48,914 85,162 Other 3,505 3,500 10,505 10,500 Total $3,037,515 $2,848,682 $8,621,471 $8,601,454 DCS CAPITAL CORPORATION ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS During the first nine months of 1994, Novacor Chemicals Ltd., continued repaying its loan from DCS Capital Partnership. These funds were used by DCS Capital Partnership to repay a loan from DCS Capital Corporation (the Corporation). The Corporation then used the funds to pay interest and principal on its outstanding debt. On September 12, 1994, DCS Capital Corporation notified the holders of its 12.375% Series B Debentures due October 15, 1996, of their intent to redeem all outstanding amounts for the redemption price of 103% of the principal plus accrued interest. On October 15, 1994, U.S. $67,085,000 of principal was redeemed resulting in an extraordinary loss of $2,057,491. The redemption was made in accordance with the terms and conditions of the Debentures. SIGNATURE 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 thereupon duly authorized. DCS CAPITAL CORPORATION Date: J. P. Reinhard November 7, 1994 J. P. Reinhard President