IN ACCORDANCE WITH RULE 202 OF REGULATION S-T, THIS FORM 10-Q IS BEING FILED IN PAPER PURSUANT TO A CONTINUING HARDSHIP EXEMPTION UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q |X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 1998 OR |_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from : Not applicable Commission file number 0-4454 INTERDYNE COMPANY (Exact name of registrant as specified in its charter) CALIFORNIA 95-2563023 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 7 Whatney, Irvine, California 92618 (Address of principal executive offices) (Zip 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 file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes |X| No |_| As of January 30, 1999, there were 40,000,000 shares of Common Stock, no par value, issued and outstanding. Exhibit Index Page No. - None Page 1 of 7 INTERDYNE COMPANY INDEX FINANCIAL INFORMATION Page No. ------ Item 1. Financial Statements Balance Sheets as of December 31, 1998 and June 30, 1998 ........ 3 Statements of Operations for the Quarter and Six Months ended December 31, 1998 and December 31, 1997 ......................... 4 Statements of Cash Flows for the Six Months ended December 31, 1998 and December 31, 1997 ...................................... 5 Notes to Financial Statements ................................... 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations ................... 6 2 FINANCIAL INFORMATION Item 1. Financial Statements INTERDYNE COMPANY BALANCE SHEETS Dec-31-98 Jun-30-98 --------- --------- (Unaudited) (Audited) $ $ ASSETS CURRENT ASSETS Cash 3,184 3,126 Due from affiliates 212,235 211,690 -------- -------- TOTAL CURRENT ASSETS 215,419 214,816 -------- -------- EQUIPMENT HELD FOR SALE 1,000 1,000 -------- -------- TOTAL ASSETS 216,419 215,816 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Due to affiliates 7,886 7,886 Accrued expenses 2,045 7,005 -------- -------- TOTAL CURRENT LIABILITIES 9,931 14,891 -------- -------- STOCKHOLDERS' EQUITY Preferred stock, no par value, authorized 50,000,000 shares, no shares outstanding -- -- Common stock, no par value, 100,000,000 shares authorized, 40,000,000 shares issued and to be issued 500,000 500,000 Deficit since May 29, 1990 (293,512) (299,075) -------- -------- TOTAL STOCKHOLDERS' EQUITY 206,488 200,925 -------- -------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY 216,419 215,816 ======== ======== 3 INTERDYNE COMPANY STATEMENTS OF OPERATIONS Quarter Ended Six Months Ended Dec-31-98 Dec-31-97 Dec-31-98 Dec-31-97 --------- --------- --------- --------- (Unaudited) (Unaudited) (Unaudited) (Unaudited) $ $ $ $ INCOME Interest earned 5,064 4,811 10,130 9,683 -------- -------- -------- -------- TOTAL INCOME 5,064 4,811 10,130 9,683 -------- -------- -------- -------- EXPENSES General and administrative 1,124 1,950 1,767 3,485 Management Fees 1,000 1,000 2,000 2,000 -------- -------- -------- -------- 2,124 2,950 3,767 5,485 -------- -------- -------- -------- NET PROFIT BEFORE TAXATION 2,940 1,861 6,363 4,198 TAXATION (800) (800) (800) (800) -------- -------- -------- -------- NET PROFIT AFTER TAXATION 2,140 1,061 5,563 3,398 ======== ======== ======== ======== EARNING/(LOSS) PER SHARE $0.00005 $0.00003 $0.00014 $0.00008 ======== ======== ======== ======== 4 INTERDYNE COMPANY STATEMENTS OF CASH FLOWS For Six Months Ended Dec-31-98 Dec-31-97 --------- --------- (Unaudited) (Unaudited) $ $ CASH FLOWS FROM OPERATING ACTIVITIES Net profit 5,563 3,398 ------ ------ Adjustments to reconcile net profit from operations to net cash used in operating activities : Increase/decrease resulting from changes in : Due from affiliates - (increase) (545) (1,272) Accrued expenses - (decrease) (4,960) (2,345) ------ ------ Total adjustments (5,505) (3,617) ------ ------ NET CASH GENERATED/(USED) IN OPERATING ACTIVITIES 58 (219) Cash at beginning of period 3,126 4,005 ------ ------ Cash at end of period 3,184 3,786 ====== ====== 5 INTERDYNE COMPANY NOTE TO FINANCIAL STATEMENTS Note 1. Interim Financial Statements The accompanying financial statements are unaudited, but in the opinion of the management of the Company, contain all adjustments, consisting of only normal recurring accruals, necessary to present fairly the financial position at December 31, 1998 and the results of operations for the quarter and six months ended December 31, 1998 and 1997 and changes in cash flows for the six months ended December 31, 1998 and 1997. Certain information and footnote disclosures normally included in financial statements that have been prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission, although management of the Company believes that the disclosures contained in these financial statements are adequate to make the information presented therein not misleading. For further information, refer to the financial statements and footnotes thereto included in the Company's Annual Report in Form 10-K as of June 30, 1998, as filed with the Securities and Exchange Commission. The results of operations for the quarter ended December 31, 1998 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending June 30, 1999. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations The Company is at present dormant and is looking for new opportunity. The cash needs of the Company will be funded by collections from amount due from its affiliate. 6 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 thereunto duly authorized. INTERDYNE COMPANY (Registrant) Dated : February 5, 1999 By : /s/ Kit H. Tan ------------------- Kit H. Tan Director/Chief Financial Officer 7