-----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, UtNqy/6yg5AL04xJcw/Ldm9DTV5EXTb8LISMHeu5lLmX9I709nrO1iPivRUH5Q2R j4Z8KYnmgUdAfQ+NKF7kzA== 0000950147-98-000487.txt : 19980625 0000950147-98-000487.hdr.sgml : 19980625 ACCESSION NUMBER: 0000950147-98-000487 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980331 FILED AS OF DATE: 19980624 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOONER HOLDINGS INC /OK/ CENTRAL INDEX KEY: 0000861370 STANDARD INDUSTRIAL CLASSIFICATION: BOTTLED & CANNED SOFT DRINKS CARBONATED WATERS [2086] IRS NUMBER: 731275261 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-18344 FILM NUMBER: 98653033 BUSINESS ADDRESS: STREET 1: 2680 W I-40 CITY: OKLAHOMA CITY STATE: OK ZIP: 73108 BUSINESS PHONE: 4052368332 MAIL ADDRESS: STREET 1: 2680 E I-40 CITY: OKLAHOMA CITY STATE: OK ZIP: 73108 FORMER COMPANY: FORMER CONFORMED NAME: CHARLIE O COMPANY INC DATE OF NAME CHANGE: 19930328 10QSB 1 QUARTERLY REPORT FORM 10-QSB UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended March 31, 1998 ---------------------- Commission File Number: 0-18344 --------- SOONER HOLDINGS, INC. - -------------------------------------------------------------------------------- (Exact name of small business issuer as specified in its charter) Oklahoma 73-1275261 - ------------------------------- --------------------------------- (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 2680 West Interstate 40, Oklahoma City, OK 73108 - -------------------------------------------------------------------------------- (Address of principal executive offices) Issuer's telephone number, including area code: (405) 236-8332 -------------- Check whether the issuer (1) 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. YES X NO --------- ---------- APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Check whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by court. YES NO --------- ---------- APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 8,471,350 shares of common stock as of June 18, 1998. This document consists of 14 pages. The exhibit index is on page 12. PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS SOONER HOLDINGS, INC. CONSOLIDATED BALANCE SHEET MARCH 31, 1998 (unaudited) ASSETS CURRENT ASSETS: Cash $ 28,185 Accounts receivable 1,781 Inventories, net 4,869 Prepaid expenses and deposits 1,522 ----------- Total current assets 36,357 PROPERTY AND EQUIPMENT, net 2,314,627 OTHER ASSETS, net 29,065 ----------- $ 2,380,049 =========== LIABILITIES AND SHAREHOLDERS' DEFICIT CURRENT LIABILITIES: Accounts payable and accrued liabilities to related parties $ 85,712 Accrued liabilities 33,495 Real estate taxes payable 25,049 Accounts payable 6,974 Current portion of notes payable 805,666 Deferred revenue 1,250 ----------- Total current liabilities 958,146 ----------- NOTES PAYABLE, less current portion 1,579,156 COMMITMENTS AND CONTINGENCIES -- ----------- SHAREHOLDERS' DEFICIT: Preferred stock; undesignated, 10,000,000 shares authorized, no shares issued and outstanding -- Common stock; $.001 par value, 100,000,000 shares authorized, 7,471,350 shares issued and outstanding 7,471 Additional paid-in-capital 5,497,907 Accumulated deficit (5,662,631) ----------- Total shareholders' deficit (157,253) ----------- $ 2,380,049 =========== The accompanying notes are an integral part of this consolidated balance sheet. 2 SOONER HOLDINGS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 (unaudited) 1998 1997 ----------- ----------- REVENUES $ 71,815 $ 165,002 ----------- ----------- OPERATING EXPENSES: Cost of products sold 394 273 General and administrative 29,438 44,035 Depreciation and amortization 15,513 14,939 Interest expense 55,344 57,936 ----------- ----------- Total operating expenses 100,689 117,183 ----------- ----------- INCOME (LOSS) FROM OPERATIONS (28,874) 47,819 OTHER INCOME 1,210 -- ----------- ----------- NET INCOME (LOSS) $ (27,664) $ 47,819 =========== =========== EARNINGS PER SHARE - BASIC $ (.004) $ .006 =========== =========== WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - BASIC 7,471,350 7,471,350 =========== =========== EARNINGS PER SHARE - DILUTED $ (.004) $ .006 =========== =========== WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - DILUTED 7,471,350 7,471,350 =========== =========== The accompanying notes are an integral part of these consolidated financial statements. 3 SOONER HOLDINGS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 (unaudited)
1998 1997 -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $(27,664) $ 47,819 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation and amortization 15,513 14,939 Changes in assets and liabilities: Decrease (increase) in accounts receivable (114) 826 Decrease in inventories 197 101 Increase in prepaid expenses and deposits (342) -- Increase (decrease) in accounts payable (8,350) 3,933 Increase in real estate taxes payable 3,400 8,200 Increase in accrued liabilities to related parties 17,425 26,317 Increase (decrease) in accrued liabilities (4,498) 5,003 Decrease in deferred revenue (1,583) (71,830) -------- -------- Net cash provided by (used in) operating activities (6,016) 35,308 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property and equipment (48,648) (3,645) -------- -------- Net cash used in investing activities (48,648) (3,645) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Repayments of notes payable (4,284) (28,642) Borrowings on notes payable 76,313 -- Borrowings on notes payable to related parties 6,338 9,000 -------- -------- Net cash provided by (used in) financing activities 78,367 (19,642) -------- -------- NET INCREASE IN CASH 23,703 12,021 CASH, beginning of year 4,482 2,649 -------- -------- CASH, end of period $ 28,185 $ 14,670 ======== ======== SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid during the period for interest $ 43,796 $ 44,164 ======== ========
The accompanying notes are an integral part of these consolidated financial statements. 4 SOONER HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 1998 (unaudited) (1) ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Organization and operations - --------------------------- Sooner Holdings, Inc., an Oklahoma corporation (the Company), operates primarily through one of its subsidiaries, Charlie O Business Park Incorporated (Business Park). Business Park is engaged in the ownership and rental of a business park in Oklahoma City, Oklahoma. The Company also owns 100% of SD Properties, Inc. (SDPI), which acts as a marketing representative for construction contractors to develop business opportunities for those contractors for a fee, Charlie O Beverages, Inc. (Beverages), which operates the original in-home soda fountain business, and New Directions Acquisition Corp. (NDAC), which subsequent to the quarter-end, acquired certain assets of a community corrections business in Oklahoma City, Oklahoma (see Note 4). With the NDAC acquisition, the Company intends to shift its growth focus to the community corrections business and either liquidate or de-emphasize its other operating subsidiaries. Basis of presentation - --------------------- The unaudited consolidated financial statements presented herein have been prepared by the Company, without audit, pursuant to the rules and regulations for interim financial information and the instructions to Form 10-QSB and Regulation S-B. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principals have been omitted. These unaudited consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-KSB for the fiscal year ended December 31, 1997 (the 1997 Form 10-KSB). In the opinion of management, the unaudited consolidated financial statements reflect all adjustments (consisting of normal recurring accruals only) which are necessary to present fairly the consolidated financial position, results of operations, and changes in cash flow of the Company. Operating results for interim periods are not necessarily indicative of the results, which may be expected for the entire year. Management plans - ---------------- The unaudited consolidated financial statements presented herein have been prepared contemplating continuation of the Company as a going concern. The Company has sustained recurring operating losses in recent years and is expected to need additional amounts of working capital for its operations. At March 31, 1998, the Company has a shareholders' deficit of $157,253 and has a working capital deficiency of $921,789. In view of these matters, realization of a major portion of the assets is dependent upon continued operations of the Company, which in turn is dependent upon the Company's ability to meet its financing requirements and the success of its future operations. Management's plans are discussed in 5 the 1997 Form 10-KSB, including the potential NDAC acquisition. Management believes that with the completion of the NDAC acquisition subsequent to the quarter-end, its plans now provide the Company the opportunity to continue as a going concern. However, there can be no assurance that these plans will be successful. Principles of consolidation - --------------------------- The unaudited consolidated financial statements presented herein include the accounts of Sooner Holdings, Inc. and its subsidiaries. All significant intercompany transactions have been eliminated. (2) PROPERTY AND EQUIPMENT Property and equipment at March 31, 1998 is comprised of the following: Land $ 1,191,400 Buildings and improvements 1,522,844 Machinery 50,000 ----------- 2,764,244 Less accumulated depreciation (449,617) ----------- Property and equipment, net $ 2,314,627 =========== (3) RELATED PARTIES The Company's related parties are discussed in the 1997 Form 10-KSB. The following table reflects amounts owed to related parties at March 31, 1998: Accounts Payable Notes and Accrued Payable Liabilities ------- ----------- President of the Company $166,913 $ 26,819 Aztore Holdings, Inc. 307,796 45,441 Talbot -- 13,452 -------- -------- Total related party liabilities $474,709 $ 85,712 ======== ======== The president has personally guaranteed $1,764,029 of the Company's notes payable. (4) ACQUISITION OF ASSETS Subsequent to the quarter-end, NDAC completed the acquisition of the operating assets of New Directions Centers of America, LLC (New Directions). These assets relate to the operation of a community corrections business in Oklahoma City, Oklahoma. The purchase price for the assets acquired was the issuance of 1,000,000 shares of common stock 6 of the Company, $1,000,000 in notes payable (the Notes) and the assumption of approximately $100,000 of liabilities. The acquisition of these assets will be accounted as a purchase in accordance with Accounting Principles Board Opinion No. 16, with the cost allocated to the net assets acquired based on their estimated fair values. The operations of the New Directions business will be included in the financial statements of the Company from the date of acquisition. The assets acquired included a $250,000 Certificate of Deposit and the rights to a long-term lease on a facility for and in use as a community corrections center. NDAC did not acquire New Direction's stock ownership interest in this facility. The lease on the facility has renewable options through the year 2017. The base lease payment is $8,500 per month (the Base Payment) plus the greater of $6,000 or 6% of the facility's monthly revenues. If NDAC exercises its option to renew the lease on the facility, the Base Payment increases by 20% at each renewal. The Notes issued to New Directions bear interest of 10% per annum and are due in three years. New Directions is expected to distribute the shares of common stock and the Notes to its members, including the president of the Company and the new president of NDAC, who previously managed the New Directions business (See Note 5). The president of the Company and the new president of NDAC have agreed to convert their Notes, when distributed by New Directions, into a newly designated series of preferred stock of the Company. This new series of preferred stock will have a 12% cumulative dividend and be convertible into common stock at $.15 per share (the Series A Preferred Stock). The new president of NDAC also received stock options to acquire 1,200,000 shares of common stock of the Company at an exercise price of $.05 per share, with 400,000 options vested immediately and the balance vesting equally over three years on the anniversary of the grant. (5) COMMITMENTS AND CONTINGENCIES During 1996, the Company was named as a defendant in a lawsuit. The plaintiff alleges damages of approximately $100,000. The Company believes it has no liability under this claim due to various defenses, which it intends to vigorously assert. There has been no activity by the plaintiff regarding this litigation for more than 18 months. As a result, no accrual has been made in the unaudited consolidated financial statements presented herein. The Company is involved in certain other administrative proceedings arising in the normal course of business. In the opinion of management, such matters, including the lawsuit described above, will be resolved without material effect on the Company's results of operations or financial condition. As discussed in Note 4, subsequent to the quarter-end, NDAC completed the acquisition of certain operating assets of New Directions. The majority of the members of New Directions approved the acquisition. However, dissenting members of New Directions filed a lawsuit against New Directions; the president of the Company, individually; the new president of NDAC, individually; and Horizon Lodges, Inc. (HLI), the corporation that owns the facility that NDAC is leasing. Neither the Company nor NDAC are named in the lawsuit. 7 The lawsuit relates to the ownership of the HLI facility or the ownership of HLI itself. Since NDAC did not acquire any stock ownership interest in HLI or any ownership of the facility and only has a long-term lease on the facility, it believes it has no exposure to the ultimate outcome of this lawsuit. New Directions and the other defendants have filed a counterclaim seeking more than $1,000,000 in damages from the dissenting members. Although neither the Company nor NDAC are named in the lawsuit, if named in the future, the Company and NDAC would vigorously defend itself. Regardless, management believes the ultimate outcome of this lawsuit will not have a material effect on the Company's results of operations or financial condition. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION The following discussion should be read in conjunction with the Company's financial statements and notes thereto included elsewhere in this Form 10-QSB report. In addition, the discussion of the Company's Plan of Operation in the 1997 Form 10-KSB, is incorporated herein in its entirety as the discussion of the Plan of Operation as required by Item 303(a) of Regulation S-B. Plan of Operation Subsequent to the quarter-end, NDAC completed the acquisition of the operating assets of New Directions related to the operation of a community corrections business. With the NDAC acquisition, the Company intends to shift its growth focus to the community corrections business and either liquidate or de-emphasize its other operating subsidiaries. NDAC assumed operation of a community corrections center, commonly known as a halfway house, which currently has approximately 150 beds available but is licensed to provide up to 300 beds. The center operates under a contract with the Oklahoma Department of Corrections, which provides clients to the center. The assets acquired included a $250,000 Certificate of Deposit and the rights to a long-term lease on a facility for and in use as a community corrections center. The lease on the facility has renewable options through the year 2017. The base lease payment is $8,500 per month (the Base Payment) plus the greater of $6,000 or 6% of the facility's monthly revenues. If NDAC exercises its option to renew the lease on the facility, the Base Payment increases by 20% at each renewal. The center is a residential facility for adult male and female offenders transitioning from institutional to independent living. Offenders are eligible for these programs based upon the type of offense committed and behavior while incarcerated in prison. Offenders generally spend the last six months of their sentence in a community corrections program. The goal and mission of NDAC's community corrections business is to reduce the likelihood of an inmate committing an offense after release by assisting in the reunification process with family and the community. Offenders must be employed, participate in substance abuse programs, submit to random drug testing, and pay a fixed payment to the government to offset the cost of the program. The Company supervises these activities at its center. The Company has retained all existing management and employees of the center. 8 The Company's business strategy is to become a leading developer and manager of a quality, privatized community corrections facilities, initially focusing in Oklahoma. Management intends on developing its community corrections business by developing facilities or expanding into existing facilities. Liquidity and Capital Resources - March 31, 1997 compared to March 31, 1998 The Company has had severe liquidity problems for the last several years. The Company's liquidity is reflected in the table below, which shows reported deficiencies in working capital for the periods presented. March 31, December 31, 1998 1997 1997 ----------- ------------- ----------- Deficiency in working capital $ (921,789) $ (1,432,839) $ (863,925) Although the Company's working capital remains negative, the Company has been able to meet its obligations as a result of the financial support received from certain of the Company's related parties. Current working capital, which has been provided in the form of notes payable, has been primarily supplied by the Company's president or by Aztore. Aztore has agreed to restructure a majority of its liabilities as part of the NDAC acquisition. Approximately $433,000 of the Company's current liabilities relate to the acceleration of a long-term note due to a technical default of approximately $15,000. The Company expects this default to be cured before the end of the Company's third fiscal quarter. Exclusive of funds required for debt repayment, the Company believes that it can borrow any additional funds from its related parties to maintain its operations, although there can be no assurance that such funds will be available when needed. In the event that the Company cannot refinance, or obtain forbearance on its current liabilities or on its long-term liabilities as they come due, the Company will undoubtedly face further severe liquidity problems which may lead to litigation, the inability to transact business, and/or foreclosure actions being initiated against a majority of the Company's assets. As discussed above, the Company acquired certain assets related to the operation of a community corrections business subsequent to the quarter-end. The purchase price for the assets acquired was the issuance of 1,000,000 shares of common stock of the Company, $1,000,000 in notes payable and the assumption of approximately $100,000 of liabilities. The notes issued to New Directions bear interest of 10% per annum and are due in three years. The Company believes the operations of the community corrections business will be cash flow positive and be profitable and that the cash flow from the new business will be sufficient to service the debt payments under the notes and the lease payments on the facility. The Company also intends to continue the rehabilitation of the facility in order to bring the inmate occupancy up to 300 beds. In the event that cash flow is insufficient to satisfy the Company's needs, management believes that it can borrow any additional funds from its related parties to maintain its operations. 9 Results of Operations - The quarter ended March 31, 1998 compared to the quarter ended March 31, 1997 The following table illustrates the Company's revenue mix: Quarter ended March 31, -------------------------- 1998 1997 -------- -------- Business Park revenue $ 69,613 $ 87,844 SDPI revenue 1,583 76,830 Beverages revenue 619 328 -------- -------- Total revenue $ 71,815 $165,002 ======== ======== Business Park revenues decreased $18,231 (21%) during the first quarter of 1998 as compared to the same period in 1997. This decrease is primarily attributable to the loss of one tenant that accounted for 23% of total revenues for Business Park, as discussed in the 1997 Form 10-KSB. The Company is aggressively seeking a new tenant for this space. During 1997, Business Park successfully renegotiated eleven leases (or 32% of the total square footage) from one year leases to three to five year leases at an average increase of $.39 per square foot. The Company believes its long-term prospects will improve with longer leases and higher rates. Losses of tenants in the future could affect future operations and financial position because of the cost of new leasehold improvements and lower revenue due to any prolonged vacancy. There is no assurance the Company's historically high occupancy rate will continue. SDPI revenues decreased $75,247 (98%) in the first quarter of 1998 compared to the same quarter in 1997. SDPI revenues in fiscal 1997 came from the recognition of deferred revenue related to the expiration of warranty service on 1996 contracts. During 1995 to early 1997 SDPI acted as a marketing representative for construction contractors to develop business opportunities for those contractors for a fee. Although SDPI continues to evaluate opportunities related to this business, additional revenues in this business are unlikely. Beverages revenues were nominal during the quarter ended March 31, 1998. The Company has been trying to sell Beverages as a going concern or liquidate the assets of this business, although at this time the Company has no formal plan of disposal. The Company continues to support the existing Beverages customers but does not anticipate any material revenues from this business in 1998. Total operating expenses for the three months ended March 31, 1998 were $100,689 as compared to total operating expenses for the comparable 1997 period of $117,183. The decrease in the 1998 expenses was due to a decrease in general and administrative expenses, consisting primarily of professional and incentive-based compensation agreements. The Company recorded net loss in the first quarter 1998 of approximately $27,664 or less than $.01 per share, compared to net income in the first quarter 1997 of $47,819, or $.01 per share. This decrease in profits was due primarily to the decrease in SDPI revenues. 10 Capital Expenditures and Commitments During the first quarter ending March 31, 1998, the Company spent approximately $49,000 on capital expenditures, primarily for leasehold improvements at the Business Park. The Company expects to spend an additional $100,000 for leasehold improvements on its Business Park. Factors that May Affect Future Results A number of uncertainties exist that may affect the Company's future operating results. These include, but are not limited to, the uncertain general economic conditions, regulatory changes, the ongoing support of the related parties, the ability of the Company to refinance its notes payable on satisfactory terms, and the Company's ability to acquire sufficient funding to sustain its operations and develop the new business related to the operation of a community corrections facility. A majority of these issues directly or indirectly relate to the Company's ability to sell additional equity or obtain additional debt at reasonable prices or rates, if at all. The Company and all its subsidiaries have had unsuccessful operating histories and have been consistently unprofitable. If this trend continues the Company, or any subsidiary, may have to seek formal court protection from creditors. Forward-Looking Statements Certain statements and information contained herein concerning future, proposed, and anticipated activities of the Company, certain trends with respect to the Company's revenue, operating results, capital resources, and liquidity or with respect to the markets in which the Company competes and other statements contained herein regarding matters that are not historical facts are forward-looking statements, as such term is defined in the Securities Act. Forward-looking statements, by their very nature include risks and uncertainties, many of which are beyond the Company's control. Accordingly, actual results may differ, perhaps materially, from those expressed in or implied by such forward-looking statements. PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS During 1996, the Company was named as a defendant in a lawsuit. The plaintiff alleges damages of approximately $100,000. The Company believes it has no liability under this claim due to various defenses, which it intends to vigorously assert. There has been no activity by the plaintiff regarding this litigation for more than 18 months. As a result, no accrual has been made in the unaudited consolidated financial statements presented herein. The Company is involved in certain other administrative proceedings arising in the normal course of business. In the opinion of management, such matters, including the lawsuit described above, will be resolved without material effect on the Company's results of operations or financial condition. As discussed in Note 4, to the financial statements subsequent to the quarter-end, NDAC completed the acquisition of certain operating assets of New Directions. The majority of the members of New Directions approved the acquisition. However, dissenting members of New Directions filed a lawsuit against New Directions; the president of the Company, 11 individually; the new president of NDAC, individually; and Horizon Lodges, Inc. (HLI), the corporation that owns the facility that NDAC is leasing. Neither the Company nor NDAC are named in the lawsuit. The lawsuit relates to the ownership of the HLI facility or the ownership of HLI itself. Since NDAC did not acquire any stock ownership interest in HLI or any ownership of the facility and only has a long-term lease on the facility, it believes it has no exposure to the ultimate outcome of this lawsuit. New Directions and the other defendants have filed a counterclaim seeking more than $1,000,000 in damages from the dissenting members. Although neither the Company nor NDAC are named in the lawsuit, if named in the future, the Company and NDAC would vigorously defend itself. Regardless, management believes the ultimate outcome of this lawsuit will not have a material effect on the Company's results of operations or financial condition. 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 None ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K None 12 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Dated: June 22, 1998 ---------------------- SOONER HOLDINGS, INC. ---------------------------------------- (Registrant) By: /s/ R. C. Cunningham II ------------------------------------ R.C. Cunningham II, President (Chairman of the Board) By: /s/ Raymond C. Cunningham III ------------------------------------ Raymond C. Cunningham III, Treasurer (Chief Accounting Officer) 13 EX-27 2 SELECTED FINANCIAL DATA
5 1 U.S. Dollars 3-MOS DEC-31-1998 JAN-01-1998 MAR-31-1998 1 28,185 0 1,781 0 4,869 36,357 2,764,244 449,617 2,380,049 958,146 0 0 0 5,505,378 (5,662,631) 2,380,049 71,815 71,815 394 45,345 (1,210) 0 55,344 (27,664) 0 (27,664) 0 0 0 (27,664) .00 .00
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