U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1999 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to -------------- --------------- Commission File No. 0-28002 VIS VIVA CORPORATION -------------------- (Name of Small Business Issuer in its Charter) NEVADA 87-0363656 ------ ---------- (State or Other Jurisdiction of (I.R.S. Employer I.D. No.) incorporation or organization) 124 South 600 East, Suite 100 Salt Lake City, Utah 84102 -------------------------------- (Address of Principal Executive Offices) Issuer's Telephone Number: (801) 359-0833 Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Sections 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. (1) Yes X No (2) Yes X No --- --- --- --- APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Not applicable. APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of shares outstanding of each of the Registrant's classes of common stock, as of the latest practicable date: March 31, 1999 1,270,000 --------- PART I - FINANCIAL INFORMATION Item 1. Financial Statements. The Financial Statements of the Registrant required to be filed with this 10-QSB Quarterly Report were prepared by management, and commence on the following page, together with Related Notes. In the opinion of management, the Financial Statements fairly present the financial condition of the Registrant. VIS VIVA CORPORATION (A Development Stage Company) BALANCE SHEET (Unaudited)(Unaudited) Cumulative 3-31-99 3-31-98 6-30-98 ---------- ----------- -------- ASSETS Current Assets Cash and cash equivalents 0 0 90738 Accrued interest receivable 11710 11891 23029 Investments in securities - market 534238 684013 355409 Prepaid income taxes 3065 5994 5577 Deferred tax asset 32128 32128 --------- ---------- -------- Total Current Assets 581141 701898 506881 --------- ---------- -------- Total Assets 581141 701898 506881 --------- ---------- -------- LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Brokerage margin account payable 157024 176418 Income tax payable --------- ---------- -------- Total Current Liabilities 157024 176418 --------- ---------- -------- Stockholders' Equity Common Stock - $0.01 par value; 15,000,000 shares authorized; 1,270,000 shares outstanding 12700 12700 12700 Additional paid-in capital 148129 148129 148129 Unrealized gain on investment in securities - net of taxes -170039 -4887 -59478 Earnings accumulated during the development stage 433327 369538 405530 --------- ---------- -------- Total Stockholders' Equity 424117 525480 506881 --------- ---------- -------- Total Liabilities & Equity 581141 701898 506881 --------- ---------- -------- The accompanying notes are an integral part of these financial statements VIS VIVA CORPORATION (A Development Stage Company) STATEMENT OF INCOME Three Months Ended Nine Months Ended ------------------- ----------------- 3-31-99 3-31-98 3-31-99 3-31-98 ------------------- ----------------- Revenues Interest income 30368 36224 49822 59333 Gains from sale of investing -58179 -12152 -40741 Dividend income 50 135 911 237 ------------------- ----------------- Total Revenues 30418 -21820 38581 18829 ------------------- ----------------- Expenses Accounting & auditing 375 400 4750 2800 Entertainment 130 Legal fees 210 271 2185 759 Legal costs 1000 1000 Interest expense 2040 2421 3547 6481 Office expenses 34 Rent 666 613 1319 1205 Miscllaneous 187 Taxes and licenses 160 Travel expenses 1363 ------------------- ----------------- Total Expenses 4291 3705 14328 11592 ------------------- ----------------- Net Ordinary Income 26127 -25525 24253 7237 ------------------- ----------------- Federal Income Taxes - est 3919 0 3638 1086 ------------------ ----------------- Net Income 22208 -25525 20615 6151 ------------------ ----------------- The accompanying notes are an integral part of these financial statements VIS VIVA CORPORATION (A Development Stage Company) STATEMENTS OF CASH FLOWS For the Nine Months Ended -------------------------- 3-31-99 3-31-98 --------- ---------- Cash Flow From Operating Activities Net Income (Loss) 20615 6151 Gains from sale of investments 12152 40741 Increase in accrued interest -11319 6109 Decrease in tax benefit Decrease in prepaid expenses 2512 (5160) --------- ----------- Cash Provided By Operating Activities 23960 47841 --------- ----------- Cash Flows From Investing Activities Purchase of securities (412961) (816491) Proceeds from sale of securities 141239 486929 --------- --------- Net Cash Used In Investing Activities (271722) (329562) Cash Flows From Financing Activities Increase in proceeds from brokarge margin account borowings 157024 176418 -------- -------- Cash Provided By Financing Activities 157024 176418 -------- --------- Net Increase (Decrease) in Cash 90738 105303 Cash and Cash Equivalents At Beginning 90738 105303 --------- --------- Cash and Cash Equivalents At End Of Period 0 0 --------- --------- The accompanying notes are an integral part of these financial statements VIS VIVA CORPORATION Notes to Financial Statements Note # 1 - Statement Preparation The Company has prepared the accompanying financial statements with interim financial reporting requirements promulgated by the Securities and Exchange Commission. The information furnished reflects all adjustments which are, in the opinion of management, necessary for a fair presentation of financial position and results of operation. The financial statements should be read in conjuction with the financial statements and notes thereto included in the Company's 1998 10-KSB report. Item 2. Management's Discussion and Analysis or Plan of Operation. - -------------------------------------------------------------------- Plan of Operation. - ------------------ The Company has not engaged in any material operations since its inception or during the quarterly period ended March 31, 1999. During this period, the Company received revenues totaling $30,368 from interest. During the same period, total expenses were $4,291 and net income totaled $22,208. The Company's plan of operation for the next 12 months is to continue to seek the acquisition of assets, properties or businesses that may benefit the Company and its stockholders. Management anticipates that to achieve any such acquisition, the Company will issue shares of its common stock as the sole consideration for such acquisition. During the next 12 months, the Company's only foreseeable cash requirements will relate to maintaining the Company in good standing or the payment of expenses associated with reviewing or investigating any potential business venture, which the Company expects to pay from its cash resources. Because it currently has no cash or cash equivalents, management expects that the Company will be required to sell a small portion of its holdings in the securities of other companies in order to meet its cash requirements during this period. Results of Operations. - ---------------------- During the quarterly period ended March 31, 1999, the Company had no business operations. During this period, the Company received total revenues of $30,368 from interest and had net income of $22,208. Liquidity. - ---------- At March 31, 1999, the Company had total current assets of $581,141, with total current liabilities of $157,024. Total stockholder's equity was $424,117. In order to meet its expenses during the next 12 months, management expects that the Company will be required to sell a small portion of its holdings of the securities of other companies. Year 2000. - ---------- The Company presently has no material operations, and is presently seeking a suitable candidate for a merger or acquisition transaction. Due to its very limited activities and assets, management does not believe that the change of year to the year 2000 will have any material effect on its business, results of operations or financial condition. The Company can give no assurance that third parties with whom it does business (e.g., banks and utilities) will ensure Year 2000 compliance in a timely manner or that, if they do not, their computer systems will not have an adverse effect on the Company. However, the Company does not believe that Year 2000 compliance issues of such third parties will result in a material adverse effect on its financial condition or results of operations. PART II - OTHER INFORMATION Item 1. Legal Proceedings. - ---------------------------- None; not applicable. Item 2. Changes in Securities. - -------------------------------- None; not applicable. Item 3. Defaults Upon Senior Securities. - ------------------------------------------ None; not applicable. Item 4. Submission of Matters to a Vote of Security Holders. - -------------------------------------------------------------- None; not applicable. Item 5. Other Information. - ---------------------------- None; not applicable. Item 6. Exhibits and Reports on Form 8-K. - ------------------------------------------- (a) Exhibits. Financial Data Schedule. (b) Reports on Form 8-K. None. 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 thereunto duly authorized. VIS VIVA CORPORATION Date: 4/26/99 By /s/ John Michael Coombs -------------- ------------------------------------- John Michael Coombs Director and President Date: 4/27/99 By /s/ Terry S. Pantelakis -------------- ------------------------------------- Terry S. Pantelakis Director and Vice President Date: 4/26/99 By /s/ Sandra E. Hansen -------------- ------------------------------------- Sandra E. Hansen Director and Secretary/Treasurer