-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UDcqctKqIpTMg1ASnP/Wk5Z1zp98pJaMVVQOqS4DKSNiI5/GxpSHKsZ6+Gmy3WqY liMCmPqli2wpWkP2EPr+UA== 0000897069-02-000588.txt : 20020814 0000897069-02-000588.hdr.sgml : 20020814 20020814095805 ACCESSION NUMBER: 0000897069-02-000588 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20020630 FILED AS OF DATE: 20020814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NRG INC CENTRAL INDEX KEY: 0000073225 STANDARD INDUSTRIAL CLASSIFICATION: INVESTORS, NEC [6799] IRS NUMBER: 231682488 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-03689 FILM NUMBER: 02731975 BUSINESS ADDRESS: STREET 1: 4433 W TOUHY AVENUE CITY: LINCOLNWOOD STATE: IL ZIP: 60712 BUSINESS PHONE: 3128492990 MAIL ADDRESS: STREET 1: 44 W TOUHY AVENUE CITY: LINCOLNWOOD STATE: IL ZIP: 60712 FORMER COMPANY: FORMER CONFORMED NAME: SYSTEMS CAPITAL CORP DATE OF NAME CHANGE: 19730617 10-Q 1 slp352.txt QUARTERLY REPORT 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 Period ended JUNE 30, 2002 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 No. 0-3689 ------- NRG INCORPORATED ---------------- (Exact name of registrant as specified in its charter) Delaware 23-168248 -------- --------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 4433 W. Touhy Ave., Suite 310, Lincolnwood, IL 60712 ---------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (847) 568-9246 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 Indicate the number of shares outstanding of each of the Registrant's classes of common stock, as of the latest practicable date. Class Outstanding June 30, 2002 --------------------------------- ------------------------- Common stock, $.10 par value 255,311 shares PART I-FINANCIAL INFORMATION Item 1. Financial Statements NRG INCORPORATED Consolidated Balance Sheet Unaudited June December 31, ASSETS 2002 2001 ------ ------ ---- Cash $ 81 $ 81 Other assets 2,408 2,408 ----------- ----------- 2,489 2,489 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES Accounts payable and accrued expenses 2,154 2,154 Payable to affiliates 186,237 171,737 Estimated amount payable to stockholder 1,805 1,805 ----------- ----------- Total liabilities 190,196 175,696 ----------- ----------- STOCKHOLDERS' EQUITY Common stock, par value $.10 per share- authorized 15,000,000 shares; issued, including shares held in treasury, 305,829 shares 30,583 30,583 Additional paid-in capital 4,541,845 4,541,845 Retained earnings (deficit) (2,677,835) (2,663,335) Treasury stock, at cost - 50518 shares (102,980) (102,980) ----------- ----------- Total stockholders' equity 1,791,613 1,806,113 ----------- ----------- Less receivable from majority stockholder (1,979,320) (1,979,320) ----------- ----------- $ 2,489 $ 2,489 =========== =========== See Accompanying Notes 2 NRG INCORPORATED Consolidated Statements of Operations Unaudited For the Three Months Ended June 30, 2002 2001 Revenues $ -0- $ -0- --------- --------- General and administrative expenses 7,250 7,250 --------- --------- Net Loss $ (7,250) $ (7,250) ========= ========= PER SHARE INFORMATION Weighted average number of common shares outstanding 255,311 255,311 ========= ========= Net Loss $ (.03) $ (.03) ========= ========= See Accompanying Notes 3 NRG INCORPORATED Consolidated Statements of Operations Unaudited For the Six Months Ended June 30, 2002 2001 Revenues $ -0- $ -0- --------- --------- General and administrative expenses 14,500 14,500 --------- --------- Net Loss $ (14,500) $ (14,500) ========= ========= PER SHARE INFORMATION Weighted average number of common shares outstanding 255,311 255,311 ========= ========= Net Loss $ (.06) $ (.06) ========= ========= See Accompanying Notes 4 NRG INCORPORATED Consolidated Statements of Cash Flows Unaudited For the Six Months Ended June 30 OPERATING ACTIVITIES: 2002 2001 ----- ----- Net Loss $ (14,500) $(14,500) Adjustments to reconcile net income to net cash provided by operating activities: Decrease in prepaid expenses-affiliate -0- -0- Decrease in accounts payable and accrued expenses: -0- -0- Increase in payable to affiliates 14,500 14,500 Net cash utilized in operating activities -0- -0- --------- -------- Increase (decrease) in cash -0- -0- Cash at beginning of period 81 81 --------- -------- Cash at end of period $ 81 $ 81 ========= ======== See Accompanying Notes 5 NRG INCORPORATED Notes to Consolidated Financial Statements 1. Interim Financial Statements The accompanying consolidated financial statements are unaudited and do not include certain information and note disclosures required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included, which consist solely of adjustments of a normal recurring nature. These statements should be read in conjunction with the financial statements, and notes thereto, including in the Form 10-K of NRG Incorporated ("NRG" or "Company") for the year ended December 31, 2001. The results of operations for the six months ended June 30, 2002, are not necessarily indicative of the results that may be expected for the full fiscal year. 2. Reverse Stock Split In December 1983, the Company's Board of Directors approved a reverse stock split effective as of the close of business on December 19, 1983, pursuant to which one new share of common stock, par value $.10 per share, would be issued for every 20 shares of old common stock, par value $.005 per share, then outstanding. No other change in the attributes of the common shares would be made. The Company undertook to repurchase fractional shares resulting from the implementation of the reverse stock split at the rate of $.25 for each old share. Through oversight, certain of the corporate actions necessary to implement fully the reverse stock split have not yet been completed; however, the Company intends to complete the actions as soon as practicable. All the information relating to common shares has been adjusted to reflect the full implementation of the reverse stock split. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. 6 Liquidity and Capital Resources The Company has no cash generating activities. Substantially all of the Company's cash surpluses were loaned in the 1980's to its major stockholder, TELCO, in the form of a demand note carrying interest at the rate of 2% over prime. This note had a balance of $1,523,441 as of June 30, 2002. Through January,1994, administrative expenses of NRG were paid by Telco and charged against the note and management service fees from Telco were also charged against the note. Interest income was not received in cash during the last years. No schedule for payment of the amounts advanced has been established and no significant collections on the amount due, including interest, are anticipated within the next year. Because of the uncertainty as to the period for recovery that exists due to the illiquidity of Telco, at December 31, 1991 the Company classified the loan with stockholder's equity and effectively January 1, 1992 suspended recognition of interest in its financial statements with respect to the loan. The receivable balance includes accrued interest receivable of $455,879. At June 30, 2002, interest earned but not accrued was an additional $3,091,000. Effective February 1994, the administrative expenses and management services were paid for/provided by Hickory. At June 30, 2002 NRG owes Hickory $186,237 for administrative and management service fee. The Company has current liability of $2,154, along with a liability to Telco of $1,805, which is payable only from actual future cash receipts realized by the Company from the sale of the vacant land. The Company has no plans for capital expenditures or borrowing funds. Operating Results The Company reported a net loss of $14,500 ($ .06 per share) for the six months ended June 30, 2002. This compares to a net loss of $14,500 ($ .06 per share) for the six months ended June 30, 2000. As explained above, the Company no longer recognized interest income from Telco in its financial statements and, therefore, has no revenues during either period. General and administrative expenses were $14,500 for each six months ended June 30, 2002 and 2001, respectively. These amounts include fees of $14,500 for both years charged by Hickory for management services (accounting, shareholder services, legal, etc) provided. ITEM 3. LEGAL PROCEEDING There are no known legal proceedings to which the Company or any of its subsidiaries is subject, except as follows. The Secretary of State of Delaware has proclaimed the certificate of incorporation of the Company to be forfeited for nonpayment of franchise tax and fees. The Company has no corporate powers until the fees, aggregating approximately $3,000 have been paid and the appropriate corporate reports have been filed. 7 NRG INCORPORATED AND SUBSIDIARIES PART II Item 6. Exhibits and Reports on Form 8-K None Signatures Pursuant to section 906 of the Sarbanes-Oxley Act of 2002, the undersigned certifies that this periodic report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in this periodic report fairly presents, in all material respects, the financial condition and results of operations of the company. NRG INCORPORATED /s/ Clyde Wm. Engle ---------------------------------- Clyde Wm. Engle Chairman, Chief Executive, Financial and Accounting Officer and Director Date: August 13, 2002 8 NRG INCORPORATED AND SUBSIDIARIES PART II Item 6. Exhibits and Reports on form 8-K None. Signatures Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, the undersigned certifies that this periodic report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information in this periodic report fairly presents, in all material respects, the financial condition and results of operations of the company. NRG INCORPORATED /s/ Clyde Wm. Engle ----------------------------- Clyde Wm. Engle Chairman, Chief Executive, Financial and Accounting Office and Director Date: August 13, 2002 9 -----END PRIVACY-ENHANCED MESSAGE-----