UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-QSB (x) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1999 -------------------------------- ( ) 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 1-12023 ------------------------------------ CALDERA CORPORATION -------------------------------------------------- (Exact name of registrant as specified in charter) Florida 59-3243555 - ------------------------------ ------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 3156 East Old Mill Circle #100 , Salt Lake City, Utah 84121 ----------------------------------------------------------- (Address of principal executive offices) (Zip Code) 1- 801- 947-9007 -------------------------------------------------- Registrant's telephone number, including area code --------------------------------------------------------------------------- (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 was required to file such reports), Yes [x ] No [ ] and (2) has been subject to such filing requirements for the past 90 days. Yes [x ] No [ ] APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the last practicable date. Class Outstanding as of September 30, 1999 - ------------------------ ------------------------------------- Common Stock, $0.0025 2,776,250 -1- INDEX Page Number ------ PART I. ITEM 1. Financial Statements (unaudited).................................................3 Balance Sheets...................................................................4 September 30, 1999 and December 31, 1998 Statements of Operations For the three and nine months ended September 30, 1999 and 1998 and the period from January 1, 1994 to September 30, 1999......5 Statement of Changes in Stockholders' Equity For the period from January 1, 1994 to September 30, 1999...................6 Statements of Cash Flows For the nine months ended September 30, 1999 and 1998........................7 and the period from January 1, 1994 to September 30, 1999 Notes to Financial Statements....................................................8 ITEM 2. Plan of Operations..............................................................10 PART II. Signatures......................................................................10 -2- PART I - FINANCIAL INFORMATION - -------------------------------------------------------------------------------- ITEM 1. FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- The accompanying balance sheets of Caldera Corporation (a development stage company) at September 30, 1999 and December 31 1998, and the statements of operations for the three and nine months ended September 30, 1999 and 1998 and the period from January 1, 1994 to September 30, 1999, the cash flows and the statement of stockholder' equity for the nine months ended September 30, 1999 and 1998, and the period from January 1, 1994 to September 30, 1999, have been prepared by the Company's management and they do not include all information and notes to the financial statements necessary for a complete presentation of the financial position, results of operations, cash flows, and stockholders' equity in conformity with generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the quarter ended September 30, 1999, are not necessarily indicative of the results that can be expected for the year ending December 31, 1999. -3- CALDERA CORPORATION (Development Stage Company) BALANCE SHEETS September 30, 1999, and December 31, 1998 ============================================================================================= Sept 30, Dec 31, 1999 1998 ----------- ----------- ASSETS CURRENT ASSETS Cash $ 341 $ 5,163 ----------- ----------- Total Current Assets $ 341 $ 5,163 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable $ 1,200 $ 8,796 ----------- ----------- Total Current Liabilities 1,200 8,796 ----------- ----------- STOCKHOLDERS' EQUITY Common stock 200,000,000 shares authorized, at $0.0025 par value; 2,776,250 shares issued and outstanding at September 30; 176,250 at December 31 6,941 441 Capital in excess of par value 95,935 72,982 Accumulated deficit (103,735) (77,056) ----------- ----------- Total Stockholders' Deficiency (859) (3,633) ----------- ----------- $ 341 $ 5,163 =========== =========== The accompanying notes are an integral part of these financial statements. -4- CALDERA CORPORATION (Development Stage Company) STATEMENTS OF OPERATIONS For the Three and Nine Months Ended September 30, 1999, and 1998 and the Period from January 1, 1994 to September 30, 1999 ================================================================================================== Three Months Three Months Nine Months Nine Months Jan 1, 1994 Sept 30, Sept 30, Sept 30, Sept 30, to 1999 1998 1999 1998 Sept 30, 1999 ----------- -------------- ----------- ------- ----------- REVENUES $ -- $ -- $ -- $ -- $ -- EXPENSES 9,075 -- 26,679 -- 79,095 ----------- -------------- ----------- ------- ----------- NET LOSS $ (9,075) $ -- $ (26,679) $ -- $ (79,095) =========== ============== =========== ======= =========== GAIN (LOSS) PER COMMON SHARE Basic $ (.003) $ (.013) ----------- ----------- AVERAGE OUTSTANDING SHARES Basic 2,776,250 1,997,683 ----------- ----------- The accompanying notes are an integral part of these financial statements. -5- CALDERA CORPORATION (Development Stage Company) STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY For the Period From January 1, 1994 to September 30, 1999 ====================================================================================================== Common Stock Capital in ----------------------- Excess of Accumulated Shares Amount Par Value Deficit --------- --------- --------- --------- Balance January 1, 1994 - Note 1 98,560 $ 246 $ 24,394 $ (24,640) Issuance of common shares for cash at $.39 - May through November 1994 35,050 88 13,712 -- Issuance of common shares for a mining lease at $.25 27,500 69 6,806 -- Net operating loss for the year ended December 31, 1994 -- -- -- (67,589) Issuance of common shares for cash at $2.97 - January through May 1995 5,140 13 15,237 -- Net operating loss for the year ended December 31, 1995 -- -- -- (25,988) Net operating loss for the year ended December 31, 1996 -- -- -- (27,319) Net operating profit for the year ended December 31, 1997 -- -- -- 84,971 Issuance of common shares for cash at $.50 - related parties - December 1998 10,000 25 4,975 -- Cash contributed to capital - related parties -- -- 7,858 -- Net operating loss for the year ended December 31, 1998 -- -- -- (16,491) --------- --------- --------- --------- Balance December 31, 1998 176,250 441 72,982 (77,056) Issuance of common shares for services at $.075 - March 1999 200,000 500 14,500 -- Issuance of common shares for cash at $.0025 - March 1999 2,400,000 6,000 -- -- Cash contributed to capital - related parties -- -- 8,453 -- Net operating loss for the nine months ended September 30, 1999 -- -- -- (26,679) --------- --------- --------- --------- Balance September 30, 1999 2,776,250 $ 6,941 $ 95,935 $(103,735) ========= ========= ========= ========= The accompanying notes are an integral part of these financial statements. -6- CALDERA CORPORATION (Development Stage Company) STATEMENT OF CASH FLOWS For the Nine Months Ended September 30, 1999, and 1998 and the Period from January 1, 1994 to September 30, 1999 ========================================================================================= Nine Months Nine Months Ended Ended January 1, 1994 Sept 30, Sept 30, to 1999 1998 Sept 30, 1999 -------- ---------- -------- CASH FLOWS FROM OPERATING ACTIVITIES Net profit (loss) $(26,679) $ -- $(79,095) Adjustments to reconcile net loss to net cash provided by operating activities Change in accounts payable (7,596) -- 1,200 Issuance of capital stock for expenses 15,000 -- 21,875 Net Cash Used by Operations (19,275) -- (56,020) -------- ---------- -------- CASH FLOWS FROM INVESTING ACTIVITIES -- -- --- -------- ---------- -------- CASH FLOWS FROM FINANCING ACTIVITIES Proceeds form issuance of capital stock 6,000 -- 40,050 Cash contributed to capital 8,453 -- 16,311 Net Increase (Decrease) in Cash (4,822) -- 341 Cash at Beginning of Period 5,163 -- -- -------- ---------- -------- Cash at End of Period $ 341 $ -- $ 341 ======== ========== ======== SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES Issuance of 27,500 shares of common stock for a mining lease - 1994 $ 6,875 -------- Issuance of 200,000 shares of common stock for services - 1999 $ 7,296 -------- The accompanying notes are an integral part of these financial statements. -7- CALDERA CORPORATION ( Development Stage Company) NOTES TO FINANCIAL STATEMENTS ================================================================================ 1. ORGANIZATION The Company was incorporated under the laws of the state of Florida on January 8, 1980 with the name of Skyfreight, Inc. On September 9, 1994 the name was changed to Caldera Corporation Inc. and then on September 9, 1996 to Caldera Corporation. On September 9, 1994 the Company increased the authorized common stock to 200,000,000 shares at a par value of $0.0025 in connection with a reverse stock split of five shares of outstanding stock for one share. On June 30, 1997 the Company completed a reverse stock split of 100 shares of outstanding stock for one share. This report has been prepared showing the after stock split shares outstanding, with a par value of $0.0025, from inception. From 1980 until 1986 the Company was engaged in the air freight business in Miami, Florida and then during 1994 acquired options to purchase gold mining leases located in Chile and Alaska and on April 26, 1997 the leases were transferred to Au International Inc.(a related party) in exchange for the assumption of all the Company's liabilities and since that date has remained inactive. The Company is considered to be a development stage company after 1993. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Accounting Methods - ------------------ The Company recognizes income and expenses based on the accrual method of accounting. Dividend Policy - --------------- The Company has not yet adopted a policy regarding payment of dividends. Income Taxes - ------------ At December 31, 1998, the Company had net operating loss carry forward of $77,056. The tax benefit from the loss carry forward has been fully offset by a valuation reserve because the use of the future tax benefit is doubtful since the Company has no operations. The loss carryforward will expire starting in the years 1997 through 2019 Earnings (Loss) Per Share - ------------------------- Earnings (loss) per share amounts are computed based on the weighted average number of shares actually outstanding, after the stock splits, in accordance with FASB 128. -8- CALDERA CORPORATION ( Development Stage Company) NOTES TO FINANCIAL STATEMENTS (Continued) ================================================================================ 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Financial Instruments - --------------------- The carrying amounts of financial instruments, including cash and accounts payable, are considered by management to be their estimated fair values. These values are not necessarily indicative of the amounts that the Company could realize in a current market exchange. Estimates and Assumptions - ------------------------- Management uses estimates and assumptions in preparing financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could vary from the estimates that were assumed in preparing these financial statements. 4. GOING CONCERN The Company's management intends to acquire interests in various business opportunities which, in the opinion of management, will provide a profit to the Company. Continuation of the Company as a going concern is dependent upon obtaining the additional working capital necessary to be successful in its planned activity, and the management of the Company has developed a strategy, which it believes will accomplish this objective through additional equity funding and long term financing, which will enable the Company to operate for the coming year. -9- - -------------------------------------------------------------------------------- ITEM 2. PLAN OF OPERATIONS - -------------------------------------------------------------------------------- The Company's management intends to acquire interests in various business opportunities which, in the opinion of management, will provide a profit to the Company. Continuation of the Company as a going concern is dependent upon obtaining additional working capital and the management of the Company has developed a strategy, which it believes will accomplish this objective through additional equity funding and long term financing, which will enable the Company to operate in the future. The Company's officers plan to pay any future expenses of the Company as short term loans until a profitable business opportunity and additional funding can be obtained. Liquidity and Capital Resources - ------------------------------- The Company will need additional working capital to finance its planned activity. Results of Operations - --------------------- The Company has had no operations during this reporting period. PART 2 - SIGNATURES - -------------------------------------------------------------------------------- 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 there unto duly authorized. CALDERA CORPORATION [Registrant] Dated 27th , 1999 By /s/ Radd C. Berrett ---------------------------------------------- Radd C. Berrett , President Dated 27th , 1999 By /s/ Richard A. Ford ---------------------------------------------- Richard A. Ford , Chief Financial Officer -10-