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, 2003
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
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(Exact name of registrant as specified in its charter)
Delaware 23-168248
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4433 W. Touhy Ave., Suite 310, Lincolnwood, IL 60712
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(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, 2003
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Common stock, $.10 par value 255,311 shares
PART I-FINANCIAL INFORMATION
Item 1. Financial Statements
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NRG INCORPORATED
Consolidated Balance Sheet
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Unaudited
June 30, December 31,
ASSETS 2003 2002
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Cash $ 81 $ 81
Other assets 2,408 2,408
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2,489 2,489
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LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Accounts payable and accrued expenses 2,154 2,154
Payable to affiliates 215,237 200,737
Estimated amount payable to stockholder 1,805 1,805
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Total liabilities 219,196 204,696
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STOCKHOLDERS' EQUITY
Common stock, par value $.10 per share-
authorized 15,000,000 shares; issued,
including shares held in treasury,
305,829 shares 30,583 30,583
Additional paid-in capital 4,541,845 4,541,845
Retained earnings (deficit) (2,706,835) (2,692,335)
Treasury stock, at cost - 50518 shares (102,980) (102,980)
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Total stockholders' equity 1,762,613 1,777,113
Less receivable from majority
stockholder (1,979,320) (1,979,320)
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$ 2,489 $ 2,489
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See Accompanying Notes
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NRG INCORPORATED
Consolidated Statements of Operations
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Unaudited
For the Three Months Ended
June 30,
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2003 2002
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Revenues $ -0- $ -0-
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General and administrative expenses 7,250 7,250
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Net Loss $(7,250) $(7,250)
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PER SHARE INFORMATION
Weighted average number of
common shares outstanding 255,311 255,311
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Net Loss $ (.03) $ (.03)
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See Accompanying Notes
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NRG INCORPORATED
Consolidated Statements of Operations
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Unaudited
For the Six Months Ended
June 30,
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2003 2002
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Revenues $ -0- $ -0-
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General and administrative expenses 14,500 14,500
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Net Loss $(14,500) $(14,500)
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PER SHARE INFORMATION
Weighted average number of
common shares outstanding 255,311 255,311
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Net Loss $ (.06) $ (.06)
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See Accompanying Notes
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NRG INCORPORATED
Consolidated Statements of Cash Flows
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Unaudited
For the Six Months Ended
June 30,
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OPERATING ACTIVITIES: 2003 2002
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-
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Increase (decrease) in cash -0- -0-
Cash at beginning of period 81 81
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Cash at end of period $ 81 $ 81
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See Accompanying Notes
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NRG INCORPORATED
Notes to Consolidated Financial Statements
1. Interim Financial Statements
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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, 2002. The results of operations for
the six months ended June 30, 2003, are not necessarily indicative of the
results that may be expected for the full fiscal year.
2. Reverse Stock Split
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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.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
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OF OPERATIONS.
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Liquidity and Capital Resources
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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 Capital Corporation ("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, 2003. 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, 2003, interest earned but not
accrued was an additional $3,406,000.
Effective February 1994, the administrative expenses and management services
were paid for/provided by Hickory Furniture Company. At June 30, 2003 NRG owes
Hickory $215,237 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
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The Company reported a net loss of $14,500 ($ .06 per share) for the six months
ended June 30, 2003. This compares to a net loss of $14,500 ($ .06 per share)
for the six months ended June 30, 2002. 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, 2003 and 2002,
respectively. These amounts include fees of $14,500 for both years charged by
Hickory for management services (accounting, shareholder services, legal, etc)
provided.
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ITEM 3. LEGAL PROCEEDING
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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.
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NRG INCORPORATED AND SUBSIDIARIES
PART II
Item 6. Exhibits and Reports on Form 8-K
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Reports on form 8-K. None
Exhibits.
31 Certification of Chief Executive Officer Pursuant to Section 302 of
the Sarbanes-Oxley Act and Rule 13a-14(a) or 15d-14(a) under the
Securities Exchange Act of 1934.
32 Written Statement of the Chief Executive, Financial and Accounting
Officer Pursuant to 18 U.S.C. Section 1350.
Signatures
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf be the
undersigned thereunto duly authorized.
NRG INCORPORATED
/s/ Clyde Wm. Engle
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Clyde Wm. Engle
Chairman, Chief Executive,
Financial and Accounting
Officer and Director
Date: August 13, 2003
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