FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
for the quarterly period ended: March 31, 1993
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 number: 33-31639
Finca Consulting, Inc.
(Exact name of registrant as specified in its Charter)
Colorado 84-1121635
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Koenigsallee 106, 40215 Duesseldorf, Germany
(Address of principal executive offices) (Zip Code)
(011-49-211) 384860
(Registrant's telephone number, including area code)
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 filed such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes [X] No [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Not applicable.
APPLICABLE ONLY TO CORPORATE ISSUERS:
As of March 31, 1993, 2,012,582 shares of Registrant's Common Stock,
$.01 par value, and 16,305 shares of Registrant's Convertible Preferred Stock,
$.00001 par value were issued and outstanding.
Finca Consulting, Inc.
Index
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
Notes to Consolidated Financial Statements
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
Part II OTHER INFORMATION
Item 1. Legal Proceedings.
Item 2. Changes in Securities.
Item 3. Defaults Upon Senior Securities.
Item 4. Submission of Matters to a Vote
of Security Holders.
Item 5. Other Information.
Item 6. Exhibits and Reports on Form 8-K.
PART I FINANCIAL INFORMATION
ITEM 1
Finca Consulting, Inc. and Subsidiaries
Index to the Consolidated Financial Statements
March 31, 1993
Consolidated Balance Sheets................................................
Consolidated Statements of Operations......................................
Consolidated Statements of Cash Flows......................................
Notes to the Consolidated Financial Statements.............................
Finca Consulting, Inc. and Subsidiaries
Consolidated Balance Sheets
(Unaudited)
March 31, December 31,
1993 1992
----------- -----------
Assets
Current Assets
Cash ................................................................... $ 671,941 $ 374,915
Marketable securities .................................................. 36,664 37,480
Prepaid expenses ....................................................... 5,309 4,369
Stock subscription receivable .......................................... 574,227 --
Other current assets ................................................... 112,708 86,188
Sales tax refunds receivable ........................................... 100,406 98,216
Receivable due from related parties .................................... 269,031 59,529
----------- -----------
Total Current Assets .............................................. 1,770,286 660,697
----------- -----------
Property and Equipment, at cost
Land ................................................................... 19,759 19,826
Buildings .............................................................. 84,274 84,560
Office furniture and equipment ......................................... 205,274 195,602
----------- -----------
309,307 299,988
Less: Accumulated depreciation and amortization ........................ (105,176) (96,731)
----------- -----------
Net Property and Equipment ........................................ 204,131 203,257
----------- -----------
Other Assets
Deposits ............................................................... 57,970 58,354
Capital cost - office premium, net of accumulated amortization ......... $ 10,051
and $9,646, respectively ............................................... 17,037 17,534
Investment in Vintage Car .............................................. 223,277 226,226
Investment in real estate - Spain ...................................... 577,817 551,263
Goodwill, net of accumulated amortization of $804 and $538,
respectively ................................................................. 42,069 42,480
Other assets ........................................................... 122,559 50,617
----------- -----------
Total Other Assets ................................................ 1,040,729 946,474
----------- -----------
Total Assets ...................................................... 3,015,146 1,810,428
=========== ===========
Liabilities and Stockholders' Equity
Current Liabilities
Accounts payable and accrued expenses .................................. 132,790 131,323
Customer credit balances ............................................... 569,189 176,783
----------- -----------
Total Current Liabilities ......................................... 701,979 308,106
----------- -----------
Minority interests in subsidiary ....................................... 45,632 45,632
----------- -----------
Finca Consulting, Inc. and Subsidiaries
Consolidated Balance Sheets
(continued)
(Unaudited)
March 31, December 31,
1993 1992
----------- -----------
Stockholders' Equity
Common stock, $.01 par value, 20,000,000 shares authorized, 2,012,582
and 1,939,895 shares issued and outstanding, respectively .............. 20,126 19,399
Preferred stock; $.00001 par value, 20,000,000 shares authorized, 16,305
and 16,305 shares issued and outstanding, respectively ................. 1 1
Capital in excess of par value ......................................... 4,048,077 3,474,577
Accumulated deficit .................................................... (1,763,512) (1,971,242)
Cumulative translation adjustment ...................................... (37,157) (66,045)
----------- -----------
Total Stockholders' Equity ........................................... 2,267,535 1,456,690
----------- -----------
Total Liabilities and Stockholders' Equity ........................... $ 3,015,146 $ 1,810,428
=========== ===========
See notes to the consolidated financial statements.
Finca Consulting, Inc. and Subsidiaries
Consolidated Statement of Operations
(Unaudited)
Three Months Ended
March 31,
-----------------------------
1993 1992
----------- -----------
Revenues ........................................... $ 3,566,694 $ 3,470
Cost of shares and options ......................... 1,870,111 --
----------- -----------
Gross Profit ....................................... 1,696,583 3,470
Selling, general and administrative expenses ....... 1,488,424 87,870
----------- -----------
Income (Loss) From Operations ...................... 208,159 (84,400)
----------- -----------
Other Income (Expense)
Interest income ................................. 394 4,606
Interest expense ................................ (823) --
----------- -----------
Total Other Income (Expense) ............... (429) 4,606
----------- -----------
Net Income (Loss) .................................. $ 207,730 $ (79,794)
=========== ===========
Net Income (Loss) Per Share ........................ $ 0.10 $ (0.09)
=========== ===========
Weighted Average Number of Common Shares Outstanding 2,012,582 921,124
=========== ===========
See notes to the consolidated financial statements.
Finca Consulting, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(Unaudited)
Three Months Ended
March 31,
-----------------------------
1993 1992
----------- -----------
Cash Flows From Operating Activities
Net Income (Loss) ................................................ $ 207,730 $ (79,794)
Adjustments to Reconcile Net Income (Loss) to Net Cash Provided by
(Used For) Operating Activities
Depreciation and amortization ................................. 12,301 10,598
Decrease in marketable securities ............................. 816 --
(Increase) decrease in prepaid expenses ....................... (940) 2,962
(Increase) in sales tax refund receivable ..................... (2,190) --
(Increase) in other current assets ............................ (26,520) (36,526)
(Increase) in other assets .................................... (71,942) (31,496)
Increase in accounts payable and accrued expenses ............. 1,467 4,371
Increase in customer credit balances .......................... 392,406 --
(Increase) in receivable due from related parties ............. (209,502) --
Decrease (increase) in deposits ............................... 384 (12,827)
----------- -----------
Net Cash Provided by (Used for) Operating Activities ........ 304,010 (142,712)
----------- -----------
Cash Flows From Investing Activities:
Purchases of property and equipment .............................. (9,319) (23,428)
Investment in real property - Spain .............................. (26,554) --
----------- -----------
Net Cash (Used for) Investing Activities .................... (35,873) (23,428)
----------- -----------
Cash Flows From Financing Activities:
Proceeds from issuance of common stock ........................... -- 388,314
Proceeds from issuance of preferred stock ........................ -- --
Stock offering costs ............................................. -- --
Payments on note payable to affiliate ............................ -- (2,156)
----------- -----------
Net Cash Provided by Financing Activities ................... -- 386,158
----------- -----------
Effect on Exchange Rate Changes on Cash ............................. 28,889 (17,448)
----------- -----------
Net Increase in Cash ................................................ 297,026 202,570
Cash at Beginning of the Period ..................................... 374,915 873,607
----------- -----------
Cash at the End of the Period ....................................... $ 671,941 $ 1,076,177
=========== ===========
SCHEDULE ON NON-CASH INVESTING AND FINANCING ACTIVITIES:
=========== ===========
Issuance of common stock ......................................... $ 574,227 $ --
=========== ===========
See notes to the consolidated financial statements.
Finca Consulting, Inc. and Subsidiaries
Notes to the Consolidated Financial Statements
(Unaudited)
BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and
Article 10 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. In the opinion of management,
all adjustments (consisting of normal recurring accruals) considered
necessary for a fair presentation have been included. Operating results for
the three month period ended March 31, 1993 are not necessarily indicative of
the results that may be expected for the year ended December 31, 1993. For
further information, refer to the consolidated financial statements and
footnotes thereto included in the Registrant Company and Subsidiaries' annual
report on Form 10-K for the year ended December 31, 1992.
The balance sheet at December 31, 1992 has been derived from the audited
financial statements of that date but does not include all of the information
and footnotes required by generally accepted accounting principles for
complete financial statements.
Finca Consulting, Inc. and Subsidiaries
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The following discussion should be read in conjunction with the Financial
Statements and Notes thereto included herein.
Results of Operations
Substantially all of the Company's income during the quarter ended March
31,1993, $207,730, was generated by its subsidiary, Opti-Wert-Interest, AG
("OWI-AG") through sales commissions derived from its retail securities
brokerage activities in Europe.
OWI-AG has three (3) sales offices in Germany, located in the cities of
Dusseldorf, Leipzig and Munich. For the quarter ended March 31, 1993, the
Company had revenues of $3,566,694 resulting in an operating profit of $208,159.
Selling, general and administrative expenses, due to the overhead generated by
its subsidiary, OWI-AG, rose to $1,488,424 from the comparable quarter in 1992
of $87,870.
Income from operations during the quarter amounted to $208,159, compared to a
loss of $84,400 for the same period a year ago. Net income totaled $207,730 or
$0.10 per share, compared to a loss of $79,794 or $0.09 for the first quarter in
1992.
Liquidity and Capital Resources
During the subject quarter, the Company continued its offering of Common Shares
to European investors pursuant to Regulation S promulgated under the Securities
Act of 1933, as amended, placing 72,687 Common Shares for gross proceeds of
$574,227. The Company had total assets as of March 31, 1993 of $3,015,146, of
which $1,770,286 were current assets. Working capital increased to $1,068,307
from $352,391 at the beginning of the fiscal year, primarily due to the equity
offering.
Cashflow during the period totaled $297,026, with most of this attributable to
operations, mainly due to an increase in customers' deposits. Management is of
the opinion that the Company's capital resources are sufficient to finance its
operations during the remainder of the fiscal year.
PART II - OTHER INFORMATION
ITEM 1.Legal Proceedings.
There were no pending or threatened legal proceedings during this period.
ITEM 2.Changes In Securities.
Not Applicable.
ITEM 3.Defaults Upon Senior Securities.
Not Applicable.
ITEM 4.Submission of Matters to a Vote of Security Holders.
Not Applicable.
ITEM 5.Other Information
Not Applicable.
ITEM 6.Exhibits and Reports on Form 8-K
(a) (3)(i) Articles of Incorporation: incorporated by reference to the
Company's Form S-18 Registration Statement, filed with the Securities and
Exchange Commission on October 17, 1989, and declared effective on June 29,
1990.
(3)(i) Articles of Amendment to Articles of Incorporation: incorporated by
reference to the Exhibit to the Company's Form 10-K for the fiscal year ended
December 31, 1991 filed on June 4, 1992 with the Securities and Exchange
Commission.
(3)(ii) Bylaws:incorporated by reference to the Company's Form S- 18
Registration Statement, filed with the Securities and Exchange Commission on
October 17, 1989, and declared effective on June 29, 1990.
(21) Subsidiaries of the Company:
(i) Finca Consulting Costa Brava, S.A. - is a corporation formed under
the laws of the Country of Spain and is the name under which it conducts
business.
(ii) Finca Consulting, Limited - is a corporation formed under the laws
of the Country of the united Kingdom and is the name under which it conducts
business.
(iii) Finca Consulting, GmbH - is a corporation formed under the laws
of the Country of Germany and is the name under which it conducts business.
(iv) Opti-Wert-Interest AG - is a corporation formed under the laws of
the Country of Switzerland and conducts its retail securities and options
business in Germany.
(27) Financial Data Schedule
(b) Reports on Form 8-K
The Company filed three (3) reports on Form 8-K during the quarter for
which this report is filed:
(i) Form 8-K, filed March 1, 1993, Item 4, reporting on a Change in
Registrant's Certifying Accountant;
(ii) Amendment No. 1 to Form 8-K filed on Form 8 on April 5, 1993,
reporting on the Change in Registrant's Certifyign Accountant; and
(iii)Amendment No. 2 to Form 8-K, filed on Form 8 on May 19, 1993,
reporting on the Change in Registrant's Certifying Accountant.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
FINCA CONSULTING, INC.
(Registrant)
Date: December 20, 1997 By: /s/Volker Montag
----------------
Volker Montag, President
Principal Financial Officer