-----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, HQc/H4yr7aSFb53ysvOgkZpsUPtExbxAMJALXdGjsDIYYAyxRA7lC0QAU476TgwH K+c50Vy5NspFIj+6jsOaOg== 0000950147-00-000053.txt : 20000202 0000950147-00-000053.hdr.sgml : 20000202 ACCESSION NUMBER: 0000950147-00-000053 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990630 FILED AS OF DATE: 20000113 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTURY PACIFIC FINANCIAL CORP CENTRAL INDEX KEY: 0000791770 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 860449546 STATE OF INCORPORATION: AZ FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-16075 FILM NUMBER: 506755 BUSINESS ADDRESS: STREET 1: 1422 N 44TH ST STREET 2: APT 211 CITY: PHOENIX STATE: AZ ZIP: 85008 BUSINESS PHONE: 6022677007 10-Q 1 QTRLY REPORT FOR THE QUARTER ENDED 06-30-99 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------- FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 1999 [ ] 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: 0-16075 CENTURY PACIFIC FINANCIAL CORPORATION -------------------------------------------------- (Exact name of Registrant as specified in charter) Delaware 86-0449546 ------------------------------- -------------------------- (State or other jurisdiction of (I.R.S. Employer I.D. No.) incorporation or organization) 1422 N. 44th Street, Suite 211, Phoenix, AZ 85008 - ------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Issuer's telephone number, including area code: (602) 267-7707 Check whether the Issuer (1) has filed all reports required to be filed by section 13 or 15(d) of the Exchange Act during the past 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 [ ] State the number of shares outstanding of each of the Issuer's classes of common equity as of the latest practicable date: At June 30, 1999, there were 51,469,842 shares of the registrant's Common Stock outstanding. TABLE OF CONTENTS Page ---- PART I FINANCIAL INFORMATION Item 1 - Financial Statements 4 Item 2 - Stock Option Plans 9 Item 3 - Preferred Stock 9 Item 4 - Warrants 9 Item 5 - Management's Discussion and Analysis or Plan of Operation 9 Item 6 - Management's Discussion and Analysis of Financial Condition and Results of Operations 9 Item 7 - Results of Operations 9 Item 8 - Liquidity and Capital Resources 10 Item 9 - Basis of Presentation 10 PART II OTHER INFORMATION Item 1 - Signatures 11 Item 1 - Other Information 12 -2- PART I ITEM 1. FINANCIAL STATEMENTS The financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted. However, in the opinion of management, all adjustments (which include only normal recurring accruals) necessary to present fairly the financial position and results of operations for the periods presented have been made. The results for interim periods are not necessarily indicative of trends or of results to be expected for the full year. These financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's most recent report on Form 10-K. -2- CENTURY PACIFIC FINANCIAL CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) June 30, 1999 June 30. 1998 ------------- ------------- ASSETS Current Assets Regular Checking $ 141,355 $ 35 Accounts Receivable 23,331 -- Inventory 206,997 -- Employer Advances 7,000 -- ----------- ----------- Total Current Assets $ 378,683 $ 35 ----------- ----------- Property Equipment Equipment $ 12,978 $ -- ----------- ----------- Total Property Equipment $ 12,978 $ -- Other Assets Organization Costs $ 325 $ -- ----------- ----------- Total Other Assets $ 325 $ -- ----------- ----------- Total Assets $ 391,986 $ 35 =========== =========== LIABILITIES, NET WORTH Current Liabilities Accounts Payable $ -- $ 508,561 Employee Taxes Payable $ 494 $ -- ----------- ----------- Total Current Liabilities $ 494 $ 508,561 ----------- ----------- Stockholders Equity Common Stock $ 1,216,966 $ 532,676 Capital 2,339,246 2,823,536 Retained Earnings (3,356,498) (3,864,768) Net Income 191,777 (41) ----------- ----------- Total Stockholders Equity $ 391,492 $ (508,596) ----------- ----------- Total Liabilities and Stockholders Equity $ 391,986 $ (35) =========== =========== -3- CENTURY PACIFIC FINANCIAL CORPORATION CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED) For 3 Months For 3 Months For 6 Months For 6 Months Ended Ended Ended Ended 6/30/99 6/30/98 6/30/99 6/30/98 -------- -------- -------- -------- Revenues Financial Services $ 8,460 $10,807 $ 25,972 $ 32,022 Sales - Merchandise 522,478 -- 522,478 -- Commissions -- -- 7,825 -- -------- ------- -------- -------- Total Revenues $530,938 $10,807 $556,275 $ 32,022 -------- ------- -------- -------- Less: Cost of Sales 286,215 -- 286,215 -- -------- ------- -------- -------- Gross Profit $244,723 -- $270,060 -- -------- ------- -------- -------- Expenses Accounting: Legal $ 413 $ 181 $ 4,546 $ 544 Auto 923 -- 923 -- Advertising & Promotion 587 684 1,338 2,799 Bank Charges 84 -- 215 -- Commissions 609 -- 609 -- Dues, Subscriptions, License, Fees 2,224 1,097 2,174 2,467 Insurance 2,260 -- 2,174 500 Licensing, Fees 148 -- 1,932 -- Miscellaneous 971 -- 2,531 -- Office Expenses 1,337 58 1,873 180 Maintenance/Repair -- -- -- 200 Other -- 289 -- 449 Postage 26 128 214 305 Rent 6,038 2,556 11,156 7,678 Salaries, Employees 21,083 3,640 28,363 11,480 Storage 244 347 732 861 Taxes 1,845 390 2,284 910 Telephone 2,325 1,129 4,915 3,688 Travel 6,424 -- 6,424 -- -------- ------- -------- -------- Total Expenses $ 53,022 $10,499 $ 78,283 $ 32,062 -------- ------- -------- -------- Earnings before Income Taxes $191,700 $ 308 $191,777 $ (41) Income Tax $ -- $ -- $ -- $ -- -------- ------- -------- -------- Net Earnings $191,700 $ 308 $191,777 $ (41) ======== ======= ======== ======== Earnings per Share $ .003 $ -- $ .003 $ -- ======== ======= ======== ======== - 4 - CENTURY PACIFIC FINANCIAL CORP. CONSOLIDATED STATEMENTS OF CASH FLOWS For 3 Months For 3 Months For 6 Months For 6 Months Ended Ended Ended Ended 6/30/99 6/30/98 6/30/99 6/30/98 -------- -------- -------- -------- Cash from Operations Net Income $ 191,700 $ (41) $ 191,777 $ (349) --------- ----- --------- ------ Accounts Receivable $ (23,330) $ -- $ (23,330) $ Product Inventory $(206,997) $ -- $(206,997) $ -- Employee Advances $ (7,000) $ -- $ (7,000) $ -- Accounts Payable $ 00 $ 346 $(508,648) $ (101) Taxes Payable $ (13) $ -- $ 496 $ -- --------- ----- --------- ------ Net Cash Provided by Operations $ (45,641) $ 309 $(550,741) $ (449) --------- ----- --------- ------ Cash Flows from Investing Used for: Equipment $ (12,977) $ -- $ (12,998) $ -- Organization Expenses $ (325) $ -- $ (325) $ -- --------- ----- --------- ------ Net Cash Used in Investing $(133,307) $ -- $ (13,303) $ -- --------- ----- --------- ------ Cash Flows from Financing Activities Proceeds Paid in Capital $ 200,000 $ -- $ 200,000 $ -- --------- ----- --------- ------ Net Cash Used in Financing $ 200,000 $ -- $ 200,000 $ -- Net Increase (Decrease) in Cash $ 141,056 $ 179 $(364,043) $ (449) --------- ----- --------- ------ Cash Balance End of Period $ 141,355 $ (35) $ 141,355 $ (106) Cash balance Beginning of Period $ 35 $(344) $ 286 $ (344) --------- ----- --------- ------ Net Increase in Cash $ 141,390 $ 179 $ 141,069 $ (449) ========= ===== ========= ====== - 5 - CENTURY PACIFIC FINANCIAL CORP. FOR 9 MONTHS ENDED JUNE 30, 1999 STATEMENT OF CHANGES IN FINANCIAL POSITIONS For 3 Months For 9 Months For 3 Months For 9 Months Ended Ended Ended Ended 6/30/99 6/30/99 6/30/98 6/30/98 ------- ------- ------- ------- Sources of Working Capital Net Income $ 191,700 $ 191,777 $308 $(41) --------- ---------- ---- ---- Other Sources Paid in Capital 200,000 200,000 -- -- Common Stock -- 732,978 -- -- --------- ---------- ---- ---- Total $ 391,700 $1,124,755 -- -- Uses of Working Capital Capital $ (12,978) $ 732,978) -- -- Equipment (9,984) (12,978) -- -- Organization Costs (325) (325) -- -- --------- ---------- ---- ---- Total Uses $ (13,303) $ (746,280) -- -- --------- ---------- ---- ---- Net Change $ 378,397 $ 378,474 $308 $(41) --------- ---------- ---- ---- Analysis of Change Income (Decrease) Cash $ 141,399 $ 141,642 $308 $(41) Accounts Receivable (23,331) 23,331 -- -- Employee Advances 7,000 7,000 -- -- Inventory 206,997 206,997 -- -- Increase (Decrease) Liability (330) (494) -- -- --------- ---------- ---- ---- Net Change $ 378,397 $ 378,474 $308 $(41) ========= ========== ==== ==== -6- CENTURY PACIFIC FINANCIAL CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. CONDENSED FINANCIAL STATEMENTS. The unaudited condensed consolidated financial information contained in this report reflects all adjustments (consisting of normal recurring accruals) considered necessary, in the opinion of management, for a fair presentation of results for the interim periods presented. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. These financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's 10-K F.Y. dated September 30, 1998, Annual Report on form 10-K. The results of operations for periods ended June 30, 1999, are not necessarily indicative of operations for the full year. 2. STOCK OPTION PLANS. None outstanding. 3. PREFERRED STOCK. The Company has one class of preferred stock. 5,000,000 shares of .05000 par value preferred stock remaining authorized but unissued. 4. WARRANTS. None 5. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION. This analysis should be read in conjunction with the condensed consolidated financial statements, the notes thereto, and the financial statements and notes thereto included in the Company's September 30, 1998 , Annual Report on Form 10-K. All non-historical information contained in this form 10-K is a forward looking statement. The forward-looking statements contained herein are subject to certain risks and uncertainties that could cause actual results to differ materially from those reflected in the forward looking statements. Factors that might cause such differences include changes from the traditional marketing patterns of financial services instruments, such as, stocks, bonds, mutual funds, and insurance products. A change from the traditional role of commission broker to salaried marketing executives or the use of internet marketing systems which may function substantially without sales personnel, instead, those individuals being replaced by registered order clerks accepting unsolicited transactions. Substantially diminished commission levels per transaction may result in lower revenues for these activities. Increased foreign and domestic competition may put pricing pressures on goods sold or imported . Changes in economic trends, war, and other unforeseen situations or developments may result because of domestic or foreign political pressures. Readers are cautioned not to place undue reliance on these forward looking statements, which reflect management's analysis only as of the date hereof. 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. YEAR 2000 ISSUE: The Company recognizes that the arrival of the Year 2000 poses a unique challenge to the ability of all computerized data processing systems to recognize the date change from December 31, 1999, to January 1, 2000, and, like other companies, has assessed its computer applications and business procedures to provide for their continued functionality. An assessment of the readiness of external entities which it interfaces with, such as vendors, counterparties, payment systems, and others, is ongoing. Initial contact with these external entities was completed by the fourth quarter of 1998. The company does not expect the cost to address the Year 2000 will be material and has determined that the software and computer hardware it utilizes in its operations will be compatible with the Year 2000 requirements. 7. RESULTS OF OPERATIONS. Comparison of three-month periods ended June 30, 1999 and 1998 are contained herein. Revenues for the third quarter of the fiscal year of $530,938.00 are substantially in excess of $10,807.00 of the -7- prior year. Nine month comparative figures reflect increased revenues due to the start up of medical equipment sales both domestically and internationally. Release from the Chapter 11 Bankruptcy proceedings has allowed the Company to seek new sources of revenue and acquisitions that are expected to build the capital base, revenues, and profits. The operating expenses of $53,023.00 were normal business expenses. Expenses for the 1999 period as compared with those of 1998 increased substantially as the medical equipment subsidiary increased local and export sales. 8. LIQUIDITY AND CAPITAL RESOURCES. The Corporation has remained current in its payable accounts during this period and the event of profitable operations in the medical equipment has allowed a modest build-up of cash and inventory. 9. BASIS OF PRESENTATION. The consolidated financial statements include the accounts of Century Pacific Financial Corporation and its subsidiaries. In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments necessary to present fairly the financial position, results of operations and cash flows for the periods presented. Certain financial statement items from the prior year may have been reclassified to be consistent with the current year financial statement presentation. These consolidated financial statements should be read in conjunction with the consolidated financial statements and the related disclosures contained in the Company's Annual Report of Form 10-K for the year ended September 30, 1998, filed with the Securities and Exchange Commission. The results of operations for the three months ended June 30, 1999, are not necessarily indicative of the results to be expected for the full fiscal year. - 8 - PART II - OTHER INFORMATION ITEM 1. SIGNATURES Pursuant to the requirements of section 13 or 15(d) 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. CENTURY PACIFIC FINANCIAL CORPORATION Dated 12/27/99 By /s/ Carlton V. Phillips ------------------------------------- Carlton V. Phillips Chairman of the Board, and Co-Chief Executive Officer By /s/ David Hadley ------------------------------------- David Hadley President and Co-Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities and on the date indicated. Signature and Title Date ------------------- ---- /s/Carlton V. Phillips 12/27/99 - -------------------------------- Carlton V. Phillips Treasurer and Director /s/ David Hadley - -------------------------------- David Hadley President and Director -9- ITEM 2. OTHER INFORMATION 1. LEGAL PROCEEDINGS None 2. CHANGES IN SECURITIES The Federal Bankruptcy Court Approved Plan of Reorganization authorized issue of common stock to creditors and for an acquisition of assets. This increased the common shares outstanding from 13,316,894 to 51,469,842. 3. SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS None 4. EXHIBITS AND REPORTS ON FORM 8-K EXHIBITS: None REPORTS ON FORM 8-K: None Filed EX-27 2 FINANCIAL DATA SCHEDULE
5 3-MOS SEP-30-1999 APR-01-1999 JUN-30-1999 141,355 0 30,331 0 206,997 0 13,303 0 391,986 494 0 0 0 1,216,966 (825,475) 391,491 530,938 530,938 286,215 286,215 53,022 0 0 191,700 0 0 0 0 0 191,700 0.03 0
-----END PRIVACY-ENHANCED MESSAGE-----