-----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, NBCg8d4CzLNVJ2gf/22yYfvGkMVOGmAt4585lZeV9MKQiHbkv0hAv8O3hhLIyOxe nMGBHKnSULDDYGknQAjpQw== 0001015402-02-001959.txt : 20020522 0001015402-02-001959.hdr.sgml : 20020522 20020522141325 ACCESSION NUMBER: 0001015402-02-001959 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980930 FILED AS OF DATE: 20020522 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHASE PACKAGING CORP CENTRAL INDEX KEY: 0001025771 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE SERVICES [0700] IRS NUMBER: 931216127 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-21609 FILM NUMBER: 02659684 BUSINESS ADDRESS: STREET 1: 26 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10004 MAIL ADDRESS: STREET 1: 2550 NW NICOLAI STREET CITY: PORTLAND STATE: OR ZIP: 97210 10QSB 1 doc1.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1998 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 Number: 0-21609 ------- CHASE PACKAGING CORPORATION ----------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Texas 93-1216127 - ------------------------------- ----------------------------------- (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) c/o Ann W. Green, 26 Broadway, 8th Floor, New York, NY 10004 ------------------------------------------------------------ (Address of principal executive offices) (Zip Code) (212) 510-0686 ---------------------------------------------------------------- (Issuer's telephone number, including area code) Check whether the Issuer (1) 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 NO X --- --- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at September 30, 1998 - -------------------------------------- ------------------------------------- Common Stock, par value $.10 per share 7,002,964 shares
- INDEX - PAGE(S) ------- PART I. Financial Information: ITEM 1. Financial Statements Condensed Balance Sheets - September 30, 1998 (Unaudited) and December 31, 1997 3. Condensed Statements of Operations (Unaudited) - Three and Nine Months Ended September 30, 1998 and 1997 4. Condensed Statements of Cash Flows (Unaudited) - Nine Months Ended September 30, 1998 and 1997. 5. Notes to Interim Condensed Financial Statements (Unaudited) 6. ITEM 2. Management's Discussion and Analysis or Plan of Operation 8. PART II. Other Information 9. SIGNATURES 10. EXHIBITS: Exhibit 27 - Financial Data Schedule
Page 2. PART I. FINANCIAL INFORMATION: ITEM I. FINANCIAL STATEMENTS:
CHASE PACKAGING CORPORATION --------------------------- CONDENSED BALANCE SHEETS ------------------------ - ASSETS - SEPTEMBER December 30, 1998 31, 1997 ------------ ------------ (UNAUDITED) CURRENT ASSETS: Cash and cash equivalents $ 154,124 $ 126,408 Accounts receivable - 57,012 ------------ ------------ TOTAL ASSETS $ 154,124 $ 183,420 ============ ============ - LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT) - CURRENT LIABILITIES: Accounts payable $ 133,390 $ 134,037 Accrued expenses 23,279 23,279 ------------ ------------ TOTAL CURRENT LIABILITIES 156,669 157,316 ------------ ------------ COMMITMENTS AND CONTINGENCIES SHAREHOLDERS' (EQUITY) DEFICIT: Preferred stock $1.00 par value; 4,000,000 shares authorized, none issued - - Common stock, $.10 par value 25,000,000 authorized 7,002,964 issued in 1998 and 1997 700,296 700,296 Additional paid-in capital 2,914,207 2,914,207 Accumulated deficit (3,617,048) (3,588,399) ------------ ------------ (2,545) 26,104 ------------ ------------ $ 154,124 $ 183,420 ============ ============
See notes to financial statements. Page 3.
CHASE PACKAGING CORPORATION --------------------------- STATEMENTS OF OPERATIONS ------------------------ (UNAUDITED) THREE MONTHS ENDED Nine Months Ended SEPTEMBER 30, September 30 ------------------------ ------------------------- 1998 1997 1998 1997 ------------ ---------- ------------ ----------- NET SALES $ - $ 583,909 $ - $4,389,425 ------------ ---------- ------------ ----------- COSTS AND EXPENSES: Cost of sales - 252,561 - 4,241,478 Selling, general and administrative expense 9,805 294,916 28,649 997,216 Interest expense - - - 114,165 ------------ ---------- ------------ ----------- TOTAL COSTS AND EXPENSES 9,805 547,477 28,649 5,352,859 ------------ ---------- ------------ ----------- INCOME (LOSS) BEFORE EXTRAORDINARY ITEM AND INCOME TAXES (9,805) 36,432 (28,649) (963,434) Income tax expense - - - - ------------ ---------- ------------ ----------- INCOME (LOSS) BEFORE EXTRAORDINARY ITEM (9,805) 36,432 (28,649) (963,434) Extraordinary item -gain from extinguishment of debt - - - 173,893 ------------ ---------- ------------ ----------- NET INCOME (LOSS) $ (9,805) $ 36,432 $ (28,649) $ (789,541) ============ ========== ============ =========== WEIGHTED AVERAGE COMMON SHARES OUTSTANDING 7,002,964 7,002,964 7,002,964 7,002,964 ============ ========== ============ =========== INCOME (LOSS) PER COMMON SHARE Income (loss) per share before extraordinary item $ - $ .01 $ - $ (.13) Extraordinary item - - - .02 ------------ ---------- ------------ ----------- INCOME (LOSS) PER SHARE $ - $ .01 $ - $ (.11) ============ ========== ============ ===========
See notes to financial statements. Page 4.
CHASE PACKAGING CORPORATION --------------------------- STATEMENTS OF CASH FLOWS ------------------------ (UNAUDITED) Nine Months Ended September 30, ------------------------- 1998 1997 ----------- ------------ INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (28,649) $ (789,541) Adjustments to reconcile net loss to net cash provided by operating activities: Gain on disposal of property and equipment - (20,808) Depreciation and amortization - 180,481 Gain from extinguishment of debt - (173,893) Non-cash expenses - 62,428 Change in assets and liabilities: Accounts receivable 57,012 1,478,968 Inventories - 764,664 Prepaid expenses - 70,566 Accounts payable (647) (137,981) Accrued liabilities - (258,340) Advance billings - (37,382) ----------- ------------ NET CASH PROVIDED BY OPERATING ACTIVITIES 27,716 1,139,162 ----------- ------------ CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures - (113,360) Proceeds from sale of property and equipment - 1,176,461 Other assets - (1,650) ----------- ------------ NET CASH PROVIDED BY INVESTING ACTIVITIES - 1,061,451 ----------- ------------ CASH FLOWS FROM FINANCING ACTIVITIES: Principal payments of debt obligations - (350,000) Net payments on line of credit - (1,390,392) Capital contributed - 9,318 ----------- ------------ NET CASH (USED IN) FINANCING ACTIVITIES - (1,731,074) ----------- ------------ NET INCREASE IN CASH 27,716 469,539 CASH AND CASH EQUIVALENTS, AT BEGINNING OF PERIOD 126,408 21,378 ----------- ------------ CASH AND CASH EQUIVALENTS, AT END OF PERIOD $ 154,124 $ 490,917 =========== ============ SUPPLEMENTAL CASH FLOW INFORMATION Cash paid during the period for: Interest $ - $ 94,156
See notes to financial statements. Page 5. CHASE PACKAGING CORPORATION --------------------------- NOTES TO FINANCIAL STATEMENTS ----------------------------- SEPTEMBER 30, 1998 ------------------ (UNAUDITED) NOTE 1 - BASIS OF PRESENTATION: On June 25, 1997, Chase Packaging Corporation ("Chase" or "the Company") announced to employees and creditors that Chase would begin an orderly liquidation of all Chase's assets beginning at the close of business on June 30, 1997. On July 25, 1997, the Company notified its creditors by mail that the Company would commence with an orderly liquidation of all its remaining assets outside of a formal bankruptcy or receivership proceeding in a manner intended to maximize asset values. The Company's Board of Directors determined that it was in the best interest of the Company and all of its creditors to liquidate in an orderly fashion and this was completed as of December 31, 1997. As previously disclosed, in May 1996, a formal plan was adopted to reorganize TGC Industries, Inc. (TGC) and Chase. Pursuant to the plan, the following actions were taken: 1. TGC liquidated Chase (Old Chase) with TGC receiving all of Old Chase's assets and liabilities in cancellation of the Old Chase stock held by TGC. TGC formed a new wholly-owned subsidiary, New Chase, and transferred to it, all of the assets and liabilities received in the liquidation of Old Chase, except TGC retained the manufacturing facility located in Portland, Oregon and canceled Old Chase's note payable to TGC. 2. TGC contributed $2,716,403 as additional capital to New Chase. 3. Effective July 31, 1996, TGC spun-off New Chase by a dividend distribution to the stockholders of record of TGC common and preferred stock. At the same time, the name was changed from New Chase to Chase Packaging Corporation. In the opinion of management, the accompanying unaudited interim condensed financial statements of the Company, contain all adjustments necessary (consisting of normal recurring accruals or adjustments only to present fairly the Company's financial position as of September 30, 1998 and the results of its operations and cash flows for the three and nine month periods ended September 30, 1998 and 1997. The accounting policies followed by the Company are set forth in Note 2 to the Company's financial statements included in its Annual Report on Form 10-KSB for the year ended December 31, 1997 which is incorporated herein by reference. Specific reference is made to this report for a description of the Company's securities and the notes to consolidated financial statements. The results of operations for the nine-month period ended September 30, 1998 are not necessarily indicative of the results to be expected for the full year. Page 6. CHASE PACKAGING CORPORATION --------------------------- NOTES TO FINANCIAL STATEMENTS ----------------------------- SEPTEMBER 30, 1998 ------------------ (UNAUDITED) NOTE 2 - INCOME (LOSS) PER COMMON SHARE: Income (loss) per common share before and after extraordinary gain for the three and nine month periods were calculated by dividing net income (loss) for the period by the number of shares outstanding for the period ended September 30, 1998 and 1997. NOTE 3 - EXTRAORDINARY ITEM - GAIN FROM EXTINGUISHMENT OF DEBT: On March 18, 1997, TGC sold the Portland, Oregon facility for $2,430,000 with $1,780,000 of the proceeds applied against Chase's outstanding mortgage indebtedness to Union Camp Corporation with respect to such facility. The $1,780,000 payment to Union Camp, when combined with a principal payment of $350,000 made to Union Camp on January 7, 1997 from the sale proceeds of Chase's polypropylene weaving equipment, resulted in the Union Camp note being declared paid in full as of March 19, 1997. A gain from debt extinguishments of $173,893 was recognized in the 1997 first quarter as a result of these payments. The gain consisted of $4,383 in principal and $169,510 in interest carried on the Company's financial statements and forgiven by Union Camp. Due to the Company's net operating loss position there is no income tax applicable to the gain. Page 7. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS INTRODUCTION: Chase Packaging Corporation (the Company) has experienced cash losses for the past four years in spite of numerous infusions of working capital and an aggressive program of inventory and expense reduction. During 1997, the Board of Directors determined that an orderly liquidation was in the best interest of the Company and all of its creditors and retained the firm of Edward Hostmann, Inc. to assist the Company in such liquidation. As part of the liquidation progress, effective July 21, 1997, the Company sold most of its assets in Idaho Falls, Idaho (excluding real estate) to Lockwood Packaging Corporation for $330,000. The Company also sold the Idaho Falls real estate (land and building). During July and August of 1997 Chase sold most of its inventory in Portland, Oregon, to other packaging companies. The Company also sold its band label extruder for $125,000 with remaining inventory and machinery and equipment sold at an August 14 auction for gross proceeds of approximately $340,000. As of December 31, 1997, the Company had completed the liquidation of all of its assets. RESULTS OF OPERATIONS: As a result of the cessation of operations and the liquidation of its assets as discussed above, the Company generated no revenues for the three and nine month periods ended September 30, 1998. Administrative expenses incurred during the three and nine month periods ended September 30, 1998, aggregated $9,805 and $28,649, respectively, which amounts represent the loss for the respective periods. Revenues generated for the three and nine month periods ended September 30, 1997 were $583,909 and $4,389,425, respectively. Total costs and expenses for the three month period ended September 30, 1997 was $547,477 and the Company reflected income of $36,432 for that period. Total costs and expenses for the nine month period ended September 30, 1997 was $5,352,859 and the Company reflected a loss of $789,541 for that period after recording an extraordinary gain of $173,893 due to the extinguishment of debt. FINANCIAL CONDITION: As a result of the liquidation completed in 1997, the Company's remaining cash balance as of September 30, 1998 was $154,124. These remaining funds will be used to pay continuing expenses, professional fees incurred by the trustee and any remaining unsecured creditors. Although it is difficult to determine the final return to unsecured creditors from such liquidation, the Company estimates at the present time that general creditors will receive a distribution equal to ten to fifteen percent (10-15%) of each creditor's claim. Page 8. PART II. OTHER INFORMATION Item 1. Legal Proceedings None 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 None Page 9. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CHASE PACKAGING CORPORATION ----------------------------- ----------------------------- Date: May 6, 2002 Ann W. Green (Assistant Secretary and Principal Financial and Accounting Officer) Page 10. -----END PRIVACY-ENHANCED MESSAGE-----