UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 2007
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 0-17214
ADMIRAL FINANCIAL CORP.
State of Florida I.R.S. No. 59-2806414
7101 Southwest 67 Avenue
South Miami, Florida 33143
Telephone Number: (305) 669-6117
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 twelve (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 ninety (90) days.
Yes [X] No [ ]
Common Stock $.001 Par Value
Outstanding Shares at December 31, 2007: 10,985,000
PART I - FINANCIAL INFORMATION
--------------------------------
ADMIRAL FINANCIAL CORP.
AND SUBSIDIARY
Consolidated Balance Sheets
(Dollars)
Assets December 31, 2007 June 30, 2007
------ ------------------ ----------------
(Unaudited) (Unaudited)
Cash $ 0 $ 0
Prepaid expenses and other assets 0 0
Net assets of Haven Federal Savings and
Loan Association (notes 1 and 2) 0 0
----------- -----------
Total assets $ 0 $ 0
=========== ===========
Liabilities and Stockholders' (Deficit) Equity
----------------------------------------------
Accrued expenses and other liabilities $ 23,890 $ 23,890
Net liabilities of Haven Federal Savings
and Loan Association (notes 1 and 2) 0 0
----------- -----------
Total liabilities 23,890 23,890
Preferred stock, $.01 par value, Authorized
6,000,000 shares, none outstanding
Common stock, $.001 par value,
50,000,000 shares authorized,
10,987,000 shares issued 10,987 10,987
Treasury stock, 1,954 and 1,954 shares, at cost 0 0
Additional paid-in capital 680,710 680,710
Deficit (715,587) (715,587)
----------- -----------
Total stockholders' (deficit) equity (23,890) (23,890)
----------- -----------
Total liabilities and stockholders'
(deficit) equity $ 0 $ 0
=========== ===========
See accompanying notes to consolidated financial statements.
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PART I - FINANCIAL INFORMATION
--------------------------------
ADMIRAL FINANCIAL CORP. AND SUBSIDIARY
Consolidated Statements of Operations
(Unaudited)
Three Months Ended Dec 31 Six Months Ended Dec 31
------------------------------------- -----------------------------------
2007 2006 2007 2006
------- ------- ------- -------
Interest Income 0 0 0 0
Other income 0 0 0 0
------- ------- ------- -------
Total income 0 0 0 0
Expense
Employee Compensation 0 0 0 0
Other 0 0 0 0
------- ------- ------- -------
Total expense 0 0 0 0
Loss from discontinued
operation (note 2) 0 0 0 0
------- ------- ------- -------
Net loss $ 0 0 0 0
======= ======= ======= =======
Loss per share $ 0.00 $ 0.00 $ 0.00 $ 0.00
======= ======= ======= =======
Dividend per share --- --- --- ---
======= ======= ======= =======
Weighted average number
of shares outstanding 10,985,046 10,985,046 10,985,046 10,985,046
========== ========== ========== ==========
See accompanying notes to consolidated financial statements
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PART I - FINANCIAL INFORMATION
--------------------------------
ADMIRAL FINANCIAL CORP. AND SUBSIDIARY
Consolidated Statements of Cash Flows
(Unaudited)
Six Months Ended December 31
----------------------------
2007 2006
------------ -----------
Cash flows from operating activities:
Net loss $ 0 $ 0
Adjustments to reconcile net loss to net cash
provided by operating activities:
Decrease in deficit arising from confiscation of
Haven Federal after retroactive disallowance
of agreed supervisory goodwill and regulatory
capital 0 0
Decrease in prepaid expenses and other assets 0 0
Decrease (increase) in net assets of
Haven Federal 0 0
(Decrease) in accrued expenses and other
liabilities 0 0
(Decrease) Increase in net liabilities of
Haven Federal 0 0
Amortization of organization expenses 0 0
------------ -----------
Net cash provided (used) by operating
activities 0 0
Cash and cash equivalents, beginning of year 0 0
------------ -----------
Cash and cash equivalents, end of quarter $ 0 $ 0
============ ===========
See accompanying notes to consolidated financial statements
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PART I - FINANCIAL INFORMATION
--------------------------------
ADMIRAL FINANCIAL CORP. AND SUBSIDIARY
Notes to Consolidated Financial Statements
Note 1. In the opinion of management, the
accompanying consolidated financial statements
contain all the adjustments (principally
consisting of normal recurring accruals) necessary
to present fairly the financial statements of
Admiral Financial Corp. ('Admiral') and
Subsidiary.
Note 2. Where applicable, the net assets of Admiral's
principal operating subsidiary, Haven Federal
Savings and Loan Association ('Haven'), and net
liabilities are presented in the balance sheets in
the aggregate; and its loss is shown in the
aggregate in the Statements of Operations for the
three and six month periods ended December 31,
2007 and 2006.
ITEM 2 - Management's Discussion and Analysis
of Consolidated Financial Condition and
Results of Operations
General
- -------
ADMIRAL FINANCIAL CORP. ("ADMIRAL"), an inactive
corporation, is currently seeking to recapitalize the Company in
order to resume its prior activities with respect to the
acquisition and investment in interest-earning assets and
specialty real estate, as well as other new lines of business, as
yet unidentified.
Admiral is presently inactive, other than its efforts to
seek a merger, exchange of capital stock, asset acquisition,
recapitalization, or other similar business combination (a
"Recapitalization") with an operating or development stage
business which Admiral management considers to have growth
potential. Admiral currently receives no cash flow. Admiral
anticipates no capital infusions prior to effectuating a
Recapitalization. Until such time as Admiral effectuates a
Recapitalization, Admiral currently expects that it will incur
minimal future operating costs.
No officer or director of Admiral is paid any type of
compensation by Admiral and presently, there are no arrangements
or anticipated arrangements to pay any type of compensation to
any officer or director in the near future. Admiral expects that
it will meet its cash requirements until such time as a
Recapitalization occurs. However, in the event Admiral depletes
its present cash reserves, or in the event that Admiral
management ceases to perform it's duties on a non-compensatory
basis, Admiral may cease operations and a Recapitalization may
not occur. There are no agreements or understandings of any kind
with respect to any loans from officers or directors of Admiral
on the Company's behalf.
This discussion may contain statements regarding future
financial performance and results. The realization of outcomes
consistent with these forward-looking statements is subject to
numerous risks and uncertainties to the Company including, but
not limited to, the availability of equity capital and financing
sources, the availability of attractive acquisition opportunities
once such new equity capital and financing is secured (if at
all), the successful integration and profitable management of
acquired businesses, improvement of operating efficiencies, the
availability of working capital and financing for future
acquisitions, the Company's ability to grow internally through
expansion of services and customer bases without significant
increases in overhead, seasonality, cyclicality, and other risk
factors.
Liquidity and Capital Resources
- -------------------------------
Admiral is currently inactive. Admiral management intends
to seek a new line of business. as yet unidentified. In
connection therewith, Admiral's management believes that a
restructuring of Admiral may be necessary in order to raise
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capital for new operations, and any such restructuring may have a
substantial dilutive effect upon Admiral's existing shareholders.
Admiral has no ongoing commitments or obligations other than with
respect to its obligations related to the acquisition and
subsequent confiscation of Haven.
Comparison of Three Months Ended December 31. 2007 and 2006
- -----------------------------------------------------------
Admiral was inactive, and recorded no revenues or expenses
during the period.
Comparison of Six Months Ended December 31. 2007 and 2006
- ---------------------------------------------------------
Admiral was inactive, and recorded no revenues or expenses
during either period.
PART II - OTHER INFORMATION
---------------------------
Item 1. Legal Proceedings
Admiral did not become involved in any new material legal
proceedings during the period covered by this report.
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
Not applicable
SIGNATURES
----------
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused the report to be signed
on its behalf by the undersigned thereunto duly authorized.
ADMIRAL FINANCIAL CORP.
(Registrant)
Date: February 12, 2008 By: /s/ Wm. Lee Popham
------------------------------
Wm. Lee Popham, President
Date: February 12, 2008 By: /s/ Wm. Lee Popham
------------------------------
Wm. Lee Popham, Principal
Financial and Accounting Officer
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