PAGE 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED March 31, 1996
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
-------------------- --------------------
Commission File Number 0-1764
AMERICAN NUCLEAR CORPORATION
(Exact Name of Registrant as Specified In Its Charter)
Colorado 83-0178457
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
P. O. Box 2713
Casper, Wyoming 82602
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (307) 265-7912
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 such filing requirements for the past 90 days.
Yes X. No .
Indicate the number of share outstanding of each of the issuer's
classes of common stock, as of the close of the period covered by this
report.
4 cents par value common stock: 7,696,739 shares
This report consists of nine pages including one page constituting the
cover page.
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AMERICAN NUCLEAR CORPORATION
STATEMENTS OF OPERATION
FOR THE THREE MONTHS ENDED
MARCH 31, 1996 AND MARCH 31, 1995
(UNAUDITED)
Three Months Ended
March 31
--------------------------
1996 1995
----------- -----------
NET LOSS BEFORE DISCONTINUED
OPERATIONS $ -0- $ -0-
REVENUE FROM DISCONTINUED
OPERATIONS
Sale of Assets -0- 10,000
----------- -----------
Total revenue from
discontinued operations -0- 10,000
EXPENSES OF DISCONTINUED OPERATIONS
General and administrative 7,249 8,995
Reclamation expense 18,119 7,950
Interest income <779> <1,955>
----------- -----------
Total discontinued expenses 24,589 14,990
NET INCOME (LOSS) $ <24,589> $ <4,990>
PER SHARE:
NET PROFIT (LOSS) BEFORE
DISCONTINUED OPERATIONS PER
SHARE $ 0.00 $ 0.00
DISCONTINUED OPERATIONS PER
SHARE NET PROFIT (LOSS) $ <0.00> $ <0.00>
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING 7,696,739 7,696,739
DIVIDENDS PER SHARE $ 0.00 $ 0.00
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AMERICAN NUCLEAR CORPORATION
BALANCE SHEETS
March 31, 1996 and December 31, 1995
March 31, Dec. 31,
1996 1995
(Unaudited) (Unaudited)
------------ ------------
ASSETS
Current assets:
Cash $ 5,589 $ 3,974
------------ ------------
Total current assets 5,589 3,974
Other assets:
Other 188,387 214,590
------------ ------------
Total other assets 188,387 214,590
Total assets $ 193,976 $ 218,564
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Trade accounts payable 53,980 53,980
Other current liabilities 113,232 113,232
------------ ------------
Total current liabilities 167,212 167,212
Common Stockholders' equity:
Common stock 314,080 314,080
Additional paid-in capital 13,304,849 13,304,849
Retained earnings <12,963,039> <12,938,451>
Less cost of treasury stock <629,126> <629,126>
------------ ------------
Common stockholders' equity 26,764 51,352
Total liabilities and stockholders'
equity............................... $ 193,976 $ 218,564
============ ============
/TABLE
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AMERICAN NUCLEAR CORPORATION
STATEMENTS OF CASH FLOW
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(UNAUDITED)
Three Months Ended
March 31
1996 1995
------------ ------------
Cash flows from discontinued operations:
Net loss $ <24,589> $ <4,990>
Adjustments to reconcile net loss to net
cash used by operating activities:
(Increase) Decrease in other assets 26,204 80
------------ ------------
Total adjustments 26,204 80
------------ ------------
Net cash used in operating activities 1,615 <4,910>
Net increase (decrease) in cash during the
period 1,615 <4,910>
Cash at the beginning of the period 3,974 16,121
Cash at the end of the period $ 5,589 $ 11,211
============ =============
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AMERICAN NUCLEAR CORPORATION
NOTES TO FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED
MARCH 31, 1996 AND 1995
(UNAUDITED)
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
Liquidation Basis
The accompanying financial statements have been prepared on a
liquidation basis, which recognized the realization of assets and the
satisfaction of a portion of the liabilities. The Company's current
liabilities exceeded its current assets by $172,801 and $163,238 at
March 31, 1996 and December 31, 1995 respectively. Due to continued
unfavorable uranium market conditions, and despite extensive marketing
efforts that continued through May 1994, the Company did not receive
purchase offers for its mineral properties that exceeded the mortgage
against the properties. Therefore, these financial statements show
the mineral properties being lost through foreclosure at June 30, 1994
to Cycle Resource Investment Corporation (CRIC) to satisfy CRIC's
mortgage against the properties in the approximate balance of $2.8
million.
Inability to sell the mineral properties after exhausting efforts
to market them meant that the Company was not able to produce the
capital necessary to fund future operations. The Company was not able
to obtain additional waste disposal revenues or waste disposal
contracts. Because of its inability to generate sufficient cash to
continue operations, the Company announced on May 9, 1994 that it was
discontinuing operations immediately due to lack of funds. The
Company's reclamation bond fund in the approximate amount of $3.2
million was declared forfeited by the Wyoming Department of
Environmental Quality (DEQ). While the DEQ has not yet agreed to do
so, the Company expects that the DEQ will complete reclamation of the
Company's Gas Hills mill site, using the forfeited bond fund.
The Company remains liable for completion of its reclamation
obligations even though its has no assets with which to complete those
obligations. The U.S. Nuclear Regulatory Commission (NRC) has served
the Company with notice that the Company's deliberate abandonment of
its reclamation site would constitute an intentional violation of the
Atomic Energy Act of 1954 and could subject the Company to NRC
enforcement actions and criminal sanctions. The Company intends to
monitor its reclamation site for as long as possible in order to
comply with requirements of its license.
The Company has liquidated all its assets, which consisted
primarily of office furniture and equipment and other miscellaneous
property, to pay outstanding expenses and liabilities, and the Company
has prepared these financial statements on the basis that all such
marketable assets have been liquidated. Because liabilities exceed
assets, there will be no distribution of assets to shareholders.
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Interim Financial Statements
The accompanying unaudited consolidated financial statements have
been prepared in accordance with generally accepted accounting
principles for interim financial information and with the instructions
for Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do
not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. The
accompanying statements should be read in conjunction with the
unaudited financial statements included in the Company's Report on
Form 10-K for the year ended December 31, 1995. In the opinion of
management, all adjustments (consisting only of normal recurring
accruals) considered necessary for a fair presentation have been
included.
Per Share Amounts
Earnings per share calculations are computed on the weighted
average number of common shares outstanding during the respective
periods. Shares under option and warrants have been disregarded
because their effect is anti-dilutive.
Discontinuance of Operations
Management began seeking a purchaser for its mining properties in
the third quarter of 1993. While potential purchasers continued to
express interest, the Company did not receive any offer greater than
the amount of the debt due to CRIC that was secured by the mortgage
against the properties. Inability to sell the mining properties and
lack of capital or revenues deprived the Company of operating capital.
The Company determined to discontinue operations during May 1994 and
to liquidate its miscellaneous property and to pay a portion of its
current liabilities and other expenses associated with an orderly
closing of business operations. These financial statements were
prepared on the basis that the mineral properties were foreclosed upon
as of June 30, 1994, when the debt was due, because the Company was
unable to pay the mortgage. CRIC has foreclosed upon the mineral
properties.
Note Payable to Stockholder
The Company has two separate loans from Cycle Resource Investment
Corporation (CRIC), a stockholder, evidenced by promissory notes. The
two notes total $2,031,200 plus interest and were due on June 30,
1994. The notes are collateralized by a mortgage against the Peach
uranium properties plus revenues from certain contracts for byproduct
disposal, which contracts are no longer in effect. These financial
statements are prepared on the basis that the Company has lost its
most valuable assets, the "Peach" mineral properties, through
foreclosure by CRIC. See the "Discontinuance of Operations" and
"Liquidity and Capital Resources" sections of this report for further
details about these circumstances and the Company's financial
condition.
Marketability of Common Stock on NASDAQ Small Cap Market
Effective May 9, 1994 the Company's common stock was removed from
listing on the NASDAQ Small Cap Market. There are no trading markets
for the Company's common stock. Isolated trades may occur on NASD's
electronic bulletin board.
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MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
The Company discontinued operations during May 1994. There were
no operating revenues or operating losses reported during the first
quarters of 1996 or 1995. See the "Discontinuance of Operations" and
the "Liquidation and Capital Resources" sections regarding additional
information about the Company's discontinuance of operations.
General and administrative expenses were $7,249 or 19% less for
the current quarter ended March 31, 1996 compared to the comparable
quarter ended March 31, 1995. The reductions are due to the
discontinuance of operations.
Reclamation expenses of $18,119 and $7,950 for the three months
ended March 31, 1996 and 1995 were recognized because of the
continuing reclamation obligations of the company. These costs
represent the ongoing costs of monitoring the mill site.
Interest income for the first quarter of 1996 declined by 60%
from the comparable period of 1995. This decrease is due to the
forfeiture of the certificates of deposit in the Company's reclamation
deposit held by the Wyoming Department of Environmental Quality.
A net loss of $24,589 was recognized during the first quarter of
1996 compared to a $4,990 loss for the same period in 1995.
Liquidity and Capital Resources
The Company's working capital deficit at March 31, 1996 was
$172,801, while at December 31, 1995 it was $163,238. The increased
working capital deficit at March 31, 1996 was due to limited ongoing
activities for an orderly dissolution of the company.
During May 1994, the Company discontinued its operations
because of the lack of funds. Before that decision was made, the
Company used its best efforts to obtain additional loans, raise equity
funds through a proposed private placement of its common stock, secure
byproduct disposal contracts, or sell its mineral properties.
Liabilities exceed assets, therefore, there will be no shareholder
distributions. These financial statements are prepared on the basis
that CRIC foreclosed upon the mineral properties when the Company did
not pay the mortgage due June 30, 1994. In addition, the Wyoming
Department of Environmental Quality (DEQ) declared forfeiture of the
$3.2 million reclamation bond fund to the DEQ in order for the DEQ to
complete reclamation of the Company's Gas Hills mill site. The total
cost of the reclamation work will not be known for many years, and the
funds held by the DEQ may not cover all the expenses. The Company
remains the licensee and owner of the reclamation site, and the
Company will not be released from the obligations of reclamation that
are imposed by the license until reclamation work is completed and
accepted by the regulatory agencies. The Company has applied, under
the federal program administered by the U.S. Department of Energy
PAGE 8
(DOE), for reimbursement of some of the reclamation work it has
previously performed to clean up its mining and milling site. The DOE
program has been funded by Congress and money has been allocated for
the reimbursements. The Company received approximately $229,000 from
this program during the last quarter of 1995. If Congress continues
funding this Title 10 program, of which there is no assurance, the
Company may receive approximately $450,000 over the next two years.
Under the prevailing law, as understood by the Company, and under the
terms of the order of the U.S. Nuclear Regulatory Commission that
directs the Company to continue to reclaim and monitor its reclamation
site, the funds, and any future funds that could be received under
this program, will be applied to ongoing monitoring and maintenance
obligations over the next several years, including payments to the
Company's independent contractors to perform such services. None of
the money will be applied to claims of creditors, and no funds will be
available for distribution to shareholders because the reclamation
obligations are projected to substantially exceed any of those funds
that become available. The Tennessee Valley Authority has asserted a
right to the funds based on its 1984 contract with the Company and
might sue the Company in an attempt to enforce its claim or attach the
funds. Such a claim by TVA or other unsecured general creditors would
be contrary to the NRC order to the Company that controls use of its
funds and, the Company expects to resist such claims. If litigation
does occur, the Company might file for dissolution under bankruptcy
law, after which the bankruptcy court would control use and
distribution of any reclamation funds that might have been received.
Upon bankruptcy or any other dissolution, the Company would cease to
be able to hold the NRC license and would thereupon become ineligible
to obtain any additional reimbursements of Title 10 reclamation funds
under the DOE program.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on their
behalf by the undersigned thereunto being authorized.
AMERICAN NUCLEAR CORPORATION
Registrant
May 13, 1996 (Signature)
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William C. Salisbury
President
May 13, 1996 (Signature)
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Dennis A. Eckerdt
Secretary and Treasurer