FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended October 31, 2001
Commission file number: 33-24967
IVORY CAPITAL CORPORATION
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(Name of Small Business Issuer in its charter)
Colorado 84-1087170
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
5459 South Iris Street
Littleton, Colorado 80123
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(Address of principal executive offices)
(Zip Code)
(303) 932-9998
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(Issuer's telephone number, including area code)
Indicate by check mark whether the Issuer (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 periods 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
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APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practical date.
Common Stock, No Par Value, 4,114,599 shares as of October 31, 2001.
PART I. FINANCIAL INFORMATION.
Item 1. Financial Statements.
IVORY CAPITAL CORPORATION AND SUBSIDIARY
(A Development Stage Company)
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET
OCTOBER 31, 2001
ASSETS
Current Assets:
Cash and cash equivalents $ --
---------
Total Current Assets --
---------
Total Assets $ --
=========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities:
Accounts payable:
Trade $ 2,153
Stockholders 871
---------
Total Current Liabilities 3,024
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Commitments and Contingencies --
Stockholders' Equity (Deficit):
Preferred stock: no par value, 10,000,000 shares
authorized, none issued or outstanding --
Common stock: no par value, 800,000,000 shares
authorized, 4,114,599 shares issued and outstanding 120,860
Accumulated deficit (100,000)
Deficit accumulated during the development stage (23,884)
---------
Total Stockholders' Equity (Deficit) (3,024)
---------
Total Liabilities and Stockholders' Equity (Deficit) $ --
=========
The accompanying notes are an integral
part of these unaudited condensed consolidated financial statements.
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IVORY CAPITAL CORPORATION AND SUBSIDIARY
(A Development Stage Company)
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
Three Months Ended Nine Months Ended Cumulative From
October 31, October 31, November 1, 1998 to
-------------------------- -------------------------- October 31,
2001 2000 2001 2000 2001
----------- ----------- ----------- ----------- -----------
Revenue $ -- $ -- $ -- $ -- $ --
Operating expenses 1,374 247 10,125 3,835 25,078
----------- ----------- ----------- ----------- -----------
Loss From Operations (1,374) (247) (10,125) (3,835) (25,078)
----------- ----------- ----------- ----------- -----------
Other Income (Expense):
Interest income -- -- -- 33 1,194
----------- ----------- ----------- ----------- -----------
Total Other Income (Expense) -- -- -- 33 1,194
----------- ----------- ----------- ----------- -----------
Income (Loss) Before Provision
For Income Taxes (1,374) (247) (10,125) (3,802) (23,884)
Provision for income taxes -- -- -- -- --
----------- ----------- ----------- ----------- -----------
Net Income (Loss) $ (1,374) $ (247) $ (10,125) $ (3,802) $ (23,884)
=========== =========== =========== =========== ===========
Net Income (Loss) Per Share
Of Common Stock:
Basic $ -- $ -- $ -- $ -- $ (.01)
=========== =========== =========== =========== ===========
Diluted $ -- $ -- $ -- $ -- $ (.01)
=========== =========== =========== =========== ===========
Weighted Average Number of
Common Shares Outstanding:
Basic 4,114,599 1,599,949 2,594,756 1,599,949 1,847,969
Diluted 4,114,599 1,599,949 2,594,756 1,599,949 1,847,969
The accompanying notes are an integral
part of these unaudited condensed consolidated financial statements.
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IVORY CAPITAL CORPORATION AND SUBSIDIARY
(A Development Stage Company)
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Nine Months Ended Cumulative From
October 31, November 1, 1998 To
---------------------------- October 31,
2001 2000 2001
-------- -------- --------
Cash Flows from Operating Activities:
Net income (loss) $(10,125) $ (3,802) $(23,884)
Adjustments to reconcile net income (loss)
to net cash (used) by operating activities:
Changes in assets and liabilities:
Accrued interest -- 1,161 --
Accounts payable 2,265 264 1,024
-------- -------- --------
Net Cash (Used) By Operating Activities (7,860) (2,377) (22,860)
-------- -------- --------
Cash Flows From Investing Activities:
Receipt of principal on notes receivable -- 2,377 15,000
-------- -------- --------
Net Cash Provided By Investing Activities -- 2,377 15,000
-------- -------- --------
Cash Flows From Financing Activities:
Proceeds from borrowing 7,860 -- 7,860
-------- -------- --------
Net Cash Provided By Financing Activities 7,860 -- 7,860
-------- -------- --------
Net Increase in Cash and Cash Equivalents -- -- --
Cash and Cash Equivalents at Beginning
of Period -- -- --
-------- -------- --------
Cash and Cash Equivalents at End
of Period $ -- $ -- $ --
======== ======== ========
Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for:
Interest $ -- $ -- $ --
Income taxes -- -- --
Supplemental Disclosure of Non-Cash
Investing and Financing Activities:
Issuance of common stock for a
note receivable $ -- $ -- $ 15,000
Issuance of common stock for repayment
of loans from stockholders 7,860 -- 7,860
The accompanying notes are an integral
part of these unaudited condensed consolidated financial statements.
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IVORY CAPITAL CORPORATION AND SUBSIDIARY
(A Development Stage Company)
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Basis of Presentation
The accompanying financial information of the Company is prepared in accordance
with the rules prescribed for filing condensed interim financial statements and,
accordingly, does not include all disclosures that may be necessary for complete
financial statements prepared in accordance with generally accepted accounting
principles. The disclosures presented are sufficient, in management's opinion,
to make the interim information presented not misleading. All adjustments,
consisting of normal recurring adjustments, which are necessary so as to make
the interim information not misleading, have been made. Results of operations
for the nine months ended October 31, 2001 are not necessarily indicative of
results of operations that may be expected for the year ending January 31, 2002.
It is recommended that this financial information be read with the complete
financial statements included in the Company's Annual Report on Form 10-KSB for
the year ended January 31, 2001 previously filed with the Securities and
Exchange Commission.
Per Share Information
The Company adopted Statement of Financial Accounting Standards ("SFAS") No.
128, "Earnings Per Share," which specifies the method of computation,
presentation and disclosure for earnings per share. SFAS No. 128 requires the
presentation of two earnings per share amounts, basic and diluted.
Basic earnings per share is calculated using the average number of common shares
outstanding. Diluted earnings per share is computed on the basis of the average
number of common shares outstanding plus the dilutive effect of outstanding
stock options using the "treasury stock" method.
The basic and diluted earnings per share are the same because the Company did
not have any outstanding stock options during the periods presented.
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Item 2. Management's Discussion And Analysis or Plan of Operation.
The Company seeks merger candidates with ongoing operations. As of October
31, 2001, the Company had not identified any such candidates.
Results of Operations
The Company has been inactive since 1992, and had no revenue during the
period. Expenses were limited to legal and accounting fees and related
administrative expenses necessary to maintain the corporate existence of the
Company. The Company's assets and liabilities were negligible throughout the
period indicated. Comparisons of revenue, expenses, assets and liabilities are
not relevant as the amounts are negligible and the variances between periods
simply reflect minimal professional and related expenses during the period.
Liquidity and Capital Resources
The Company does not have sufficient funds to continue its operating
activities. Future operating activities are expected to be funded by loans from
major stockholders.
PART II. OTHER INFORMATION.
Item 1. Legal Proceedings.
None.
Item 2. Changes in Securities.
None.
Item 3. Defaults upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
Item 5. Other Information.
In July 2001, Philip J. Davis, an officer and director of the Company, and
Gary A. Agron received 1,257,325 shares each for a total of 2,514,650 shares of
the Company's common stock in payment of loans in the aggregate principal amount
of $7,860.30.
Item 6. Exhibits and Reports on Form 8-K.
Reports on Form 8-K: During the three months covered by this report, the
Company filed no reports on form 8-K.
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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 thereto duly authorized.
Date: December 10, 2001 IVORY CAPITAL CORPORATION
(Registrant)
/s/ Philip J. Davis
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Philip J. Davis
Chief Executive Officer, Treasurer
(Principal Accounting Officer),
Secretary and Director
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