Item 1. Condensed Financial Statements.
FCCC, INC.
CONDENSED BALANCE SHEETS
(Dollars in thousands, except share data)
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September
30,
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March 31,
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2016
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2016
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(Unaudited)
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(Audited)
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ASSETS
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Current Assets:
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Cash and cash equivalents
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$
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260
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$
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293
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Prepaid expense
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8
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2
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Total current assets
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268
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295
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Other asset
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-
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-
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TOTAL ASSETS
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$
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268
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$
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295
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LIABILITIES AND STOCKHOLDERS' EQUITY
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Current liabilities:
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Accounts payable and other accrued expenses
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$
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3
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$
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3
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Total current liabilities
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3
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3
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TOTAL LIABILITIES
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3
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3
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Stockholders' equity:
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Common stock, no par value, 22,000,000 shares authorized, 3,461,022 issued and outstanding at September 30, 2016 and at March 31, 2016
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800
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800
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Additional paid-in capital
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8,396
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8,396
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Accumulated deficit
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(8,931
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)
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(8,904
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)
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Total stockholders' equity
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265
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292
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
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$
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268
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$
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295
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See notes to condensed financial statements
FCCC, INC.
CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
(Dollars in thousands, except share and per share data)
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Six Months Ended September 30,
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2016
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2015
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Income:
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Interest income
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$
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-
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$
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-
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Total income
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-
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-
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Expenses:
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Operating and administrative expenses
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27
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23
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Total expenses
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27
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23
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Loss before income taxes
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(27
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)
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(23
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)
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Income tax expense
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-
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-
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Net Loss
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$
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(27
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)
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$
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(23
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)
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Basic and diluted loss per share
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$
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(0.008
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)
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$
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(0.007
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)
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Weighted average common shares outstanding
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Basic and diluted
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3,461,022
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3,461,022
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See notes to condensed financial statements
FCCC, INC.
CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
(Dollars in thousands, except share and per share data)
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Three Months Ended September 30,
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2016
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2015
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Income:
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Interest income
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$
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-
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$
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-
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Total income
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-
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-
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Expenses:
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Operating and administrative expenses
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10
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10
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Total expenses
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10
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10
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Loss before income taxes
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(10
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)
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(10
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)
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Income tax expense
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-
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-
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Net Loss
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$
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(10
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)
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$
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(10
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)
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Basic and diluted loss per share
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$
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(0.003
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)
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$
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(0.003
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)
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Weighted average common shares outstanding
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Basic and diluted
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3,461,022
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3,461,022
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See notes to condensed financial statements
FCCC, INC.
CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
(Dollars in thousands)
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Six Months Ended
September 30,
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2016
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2015
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Cash Flows from Operating Activities
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Net loss
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$
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(27
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)
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$
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(23
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)
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Adjustments to reconcile net loss to cash used in operating activities
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Changes in assets and liabilities
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Increase in other asset
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(6
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)
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(6
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)
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Accounts payable and accrued expenses
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0
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1
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Net cash used in operating activities
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(33
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)
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(28
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)
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Net decrease in cash
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(33
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)
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(28
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)
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Cash at the beginning of the period
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293
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337
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Cash at the end of the period
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$
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260
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$
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309
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See notes to condensed financial statements
FCCC, INC.
CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY
FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2016 (UNAUDITED)
(Dollars in thousands)
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Common Stock
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Paid-In Capital
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Accumulated
Deficit
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Total
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Shares
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Amount
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Balance as of April 1, 2016
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3,461,022
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$
|
800
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$
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8,396
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$
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(8,904
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)
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$
|
292
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Net loss
|
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|
-
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-
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-
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(27
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)
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(27
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)
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Balance as of September 30, 2016
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3,461,022
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$
|
800
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$
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8,396
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$
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(8,931
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)
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$
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265
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See notes to condensed financial statement
FCCC, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
September 30, 2016
NOTE 1 – BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements of FCCC, Inc. (the “Company”), have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Regulation S-X, promulgated by the Securities and Exchange Commission. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements.
In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair representation have been included herein. Operating results are not necessarily indicative of the results which may be expected for the year ending March 31, 2017 or other future periods. For further information, refer to the financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended March 31, 2016.
NOTE 2 – RELATED PARTY TRANSACTIONS
None.
NOTE 3 – EARNINGS PER SHARE
The Company follows FASB ASC 260,
Earnings Per Share
. Basic earnings per share (“EPS”) is based on the weighted average number of common shares outstanding for the period, excluding the effects of any potentially dilutive securities. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted. Net income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period.
Basic and diluted loss per common share was calculated using the following number of shares for the six months ended September 30, 2016 and September 30, 2015:
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2016
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2015
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Weighted average number of common shares outstanding (basic and diluted)
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3,461,022
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3,461,022
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Item 2. Management’s Discussion and Analysis of Financial Conditions and Results of Operations.
FORWARD-LOOKING STATEMENTS
The following discussion may contain forward-looking statements regarding us, our business prospects and our results of operations that are subject to certain risks and uncertainties posed by many factors and events that could cause our actual business, prospects and results of operations to differ materially from those that may be anticipated by such forward-looking statements. The risks and uncertainties may be summarized in other documents that we file with the Securities Exchange Commission, such as our Annual Report on Form 10-K for the year ended March 31, 2016. These forward-looking statements reflect our view only as of the date of this report. We cannot guarantee future results, levels of activity, performance, or achievement. We do not undertake any obligation to update or correct any forward-looking statements.
ANALYSIS OF OPERATIONS AND FINANCIAL CONDITION
We have limited operations and are actively seeking a merger, reverse merger, acquisition or business combination opportunities with an operating business or other financial transaction opportunities. Until a transaction is effectuated, we do not expect to have significant operations. Accordingly, during this period we do not expect to achieve sufficient income to offset our operating expenses, resulting in operating losses that may require us to use and thereby reduce our limited cash balance. Our prepaid expenses during the six-months ended September 30, 2016 ended increased by $6,000. This increase was due to an increase in OTC QB annual fee for the period ending July 30, 2017. Until we complete a merger, reverse merger or other financial transaction, and unless interest rates increase dramatically, we expect to continue to incur a loss of between $10,000 to $13,000 per quarter.
We do not have any arrangements with banks or financial institutions with respect to the availability of financing in the future.
The payment of any cash distributions is subject to the discretion of our board of directors. At this time we have no plans to pay any additional cash distributions in the foreseeable future.
CURRENT BUSINESS
Since June 2003, our operations consist of a search for a merger, acquisition, reverse merger or a business transaction opportunity with an operating business or other financial transaction; however, there can be no assurance that this plan will be successfully implemented. Until a transaction is effectuated, we do not expect to have significant operations. At this time, we have no arrangements or understandings with respect to any potential merger, acquisition, reverse merger or business combination candidate pursuant to which we may become an operating company.
Opportunities may come to our attention from various sources, including our management, our stockholders, professional advisors, securities broker-dealers, venture capitalists and private equity funds, members of the financial community and others who may present unsolicited proposals. At this time, we have no plans, understandings, agreements, or commitments with any individual or entity to act as a finder in regard to any business opportunities. While we do not currently anticipate that we will engage unaffiliated professional firms specializing in business acquisitions, reorganizations or other such transactions, these firms may be retained if the arrangements are deemed to be in our best interest. Compensation to a finder or business acquisition firm may take various forms, including cash payments, payments involving issuance of securities (including those of our company), or any combination of these or other compensation arrangements. Consequently, we are currently unable to predict the cost of utilizing such services.
We have not restricted our search to any particular business, industry, or geographical location. In evaluating a potential transaction, we analyze all available factors and make a determination based on a composite of available facts, without reliance on any single factor.
It is not possible at this time to predict the nature of a transaction in which we may participate. Specific business opportunities would be reviewed as well as our respective needs and desires and the legal structure or method deemed by management to be suitable would be selected. In implementing a structure for a particular transaction, we may become a party to a merger, consolidation, reorganization, tender offer, joint venture, license, purchase and sale of assets, or purchase and sale of stock, or other arrangement the exact nature of which cannot now be predicted. Additionally, we may act directly or indirectly through an interest in a partnership, corporation or other form of organization. Implementing such structure may require the merger, consolidation or reorganization of our company with other business organizations and there is no assurance that we would be the surviving entity. In addition, our present management and stockholders may not have control of a majority of the voting shares of our company following reorganization or other financial transaction. As part of such a transaction, some or all of our existing directors may resign and new directors may be appointed. Our operations following the consummation of a transaction will be dependent on the nature of the transaction. There may also be various risks inherent in the transaction, the nature and magnitude of which cannot be predicted.
We may also be subject to increased governmental regulation following a transaction; however, it is not possible at this time to predict the nature or magnitude of such increased regulation, if any.
We expect to continue to incur moderate losses each quarter until a transaction considered appropriate by management is effectuated.
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
During the quarter ended September 30, 2016, we had a loss from operations of $10,000. The loss is attributable to the operational administrative, auditing, tax return preparation and legal expenses incurred during the quarter. During the quarter ended September 30, 2015, the loss from operations was $10,000. Taxes paid in the quarters ended September 30, 2016 and 2015 were $0 in both quarters.
During the six months ended September 30, 2016, we had a loss from operations of $27,000. The loss is attributable to the operational administrative, auditing, tax return preparation and legal expenses incurred during the quarter. During the six months ended September 30, 2015, the loss from operations was $23,000. The increase in the loss in the current quarter is primarily due to an increase in legal and the Company’s other outside professionals’ expenses incurred in the quarter ended September 30, 2016.
LIQUIDITY AND CAPITAL RESOURCES
Stockholders’ equity as of September 30, 2016, was $265,000 as compared to $292,000 at March 31, 2016. The decrease is attributable to the net loss incurred during the six-month period ended September 30, 2016.
Net cash used in operating activities was $33,000 in the six months ended September 30, 2016, compared to net cash used in operating activities of $28,000 in the six months ended September 30, 2015. The $5,000 increase was primarily due to an increase in legal and other outside professionals’ expenses.
Cash on hand at September 30, 2016 was $260,000 as compared to $309,000 at September 30, 2015. The decrease in cash on hand was primarily due to ongoing legal, accounting and other outside professional expenses.
We have no material off-balance sheet arrangements. There has been no material change in any contractual obligation as summarized in the Company’s annual report on Form 10-K.