UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
x QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2006
[ ] TRANSITION REPORT UNDER SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 000-33187
INSTACARE CORP.
(Exact name of small business issuer as specified in its charter)
|
Nevada |
91-2105842 |
|
(State or other jurisdiction of incorporation or organization) |
(IRS Employer Identification No.) |
2660 Townsgate Road
Suite 300
Westlake Village, CA 91361
(Address of principal executive offices)
(805) 446-1973
(Issuer’s telephone number)
Copies of Communications to:
Stoecklein Law Group
402 West Broadway, Suite 400
San Diego, CA 92101
(619) 595-4882
Fax (619) 595-4883
Check mark 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 last 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 by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
|
|
Yes _____ No X |
The number of shares of Common Stock, $0.001 par value, outstanding on May 4, 2006, was 7,411,480 shares.
Transitional Small Business Disclosure Format (check one):
Yes No X
PART I -- FINANCIAL INFORMATION
Item 1. Financial Statements.
instaCare Corp.
Consolidated Balance Sheet
Unaudited
|
Assets |
March 31, |
|
|
|
2006 |
|
|
Current assets: |
|
|
|
Cash and equivalents |
$ |
643,910 |
|
Accounts receivable |
|
497,433 |
|
Inventory |
|
351,355 |
|
Prepaid expenses |
|
100,476 |
|
Total current assets |
|
1,593,174 |
|
|
|
|
|
Fixed assets, net |
|
118,215 |
|
|
|
|
|
Other assets: |
|
|
|
Deposits |
|
3,412 |
|
Loan fees, net of amortization |
|
24,458 |
|
Total other assets |
|
27,870 |
|
|
|
|
|
|
$ |
1,739,259 |
|
|
|
|
|
Liabilities and Stockholders’ Equity |
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
Accounts payable |
$ |
297,478 |
|
Accrued expenses |
|
62,801 |
|
Accrued interest |
|
23,639 |
| Notes Payable |
87,309 |
|
|
Convertible notes payable |
|
1,277,697 |
|
Total current liabilities |
|
1,748,924 |
|
|
|
|
|
Stockholders’ (deficit): |
|
|
|
Preferred stock, $0.001 par value, 3,249,000 shares |
|
|
|
authorized, 207,526 shares issued and outstanding |
|
208 |
|
Preferred series “A” stock, $0.001 par value, 750,000 |
|
|
|
shares authorized, no shares issued and outstanding |
|
- |
|
Preferred series “C” stock, $0.001 par value, 1,000,000 |
|
|
|
shares authorized, 20,000 shares issued and outstanding |
|
20 |
|
Preferred series “D” stock, $0.001 par value, 1,000 share |
|
|
|
authorized, no shares issued and outstanding |
|
- |
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Common stock, $0.001 par value, 1,750,000,000 shares |
|
|
|
authorized, 7,304,200 shares issued and outstanding |
|
7,304 |
|
Unamortized warrants and options |
|
(10,139) |
|
Additional paid-in capital |
|
14,999,858 |
|
Accumulated (deficit) |
|
(15,006,916) |
|
|
|
(9,665) |
|
|
|
|
|
|
$ |
1,739,259 |
See notes to condensed financial statements .
1
instaCare Corp.
Consolidated Statement of Operations
Unaudited
|
|
For the three months ended |
||
|
|
March 31, |
||
|
|
2006 |
|
2005 |
|
|
|
|
|
|
Revenue |
$ 7,466,921 |
|
$ 2,099,390 |
|
Cost of sales |
6,807,820 |
|
1,902,741 |
|
|
|
|
|
|
Gross profit |
659,101 |
|
196,649 |
|
|
|
|
|
|
Expenses: |
|
|
|
|
General & administrative expenses |
128,369 |
|
174,937 |
|
Payroll expense |
163,568 |
|
256,869 |
|
Professional fees |
65,885 |
|
278,618 |
|
Consulting fees – related party |
- |
|
115,290 |
|
Consulting fees |
74,325 |
|
346,380 |
|
Hardware costs |
- |
|
10,075 |
|
Impairment loss on operating assets |
- |
|
- |
|
Depreciation and amortization |
107,917 |
|
13,138 |
|
Total expenses |
540,064 |
|
1,195,307 |
|
|
|
|
|
|
Net operating income (loss) |
119,037 |
|
(998,658) |
|
|
|
|
|
|
Other income (expense): |
|
|
|
|
Interest income |
- |
|
3,531 |
|
Financing costs |
- |
|
(441,083) |
|
Interest (expenses) |
(79,273) |
|
(48,699) |
|
|
|
|
|
|
Net income (loss) |
$ 39,764 |
|
$ (1,484,909) |
|
|
|
|
|
|
Weighted average number of common |
|
|
|
|
shares outstanding – basic and fully diluted |
7,295,042 |
|
5,176,202 |
|
|
|
|
|
|
Net income (loss) per share – basic and fully diluted |
$ 0.01 |
|
$ (0.29) |
See notes to condensed financial statements.
2
instaCare Corp.
Consolidated Statement of Cash Flows
(Unaudited)
|
|
For the three months ended |
||||
|
|
March 31, |
||||
|
|
|
2006 |
|
|
2005 |
|
Cash flows from operating activities |
|
|
|
|
|
|
Net income (loss) |
$ |
39,764 |
|
$ |
(1,484,909) |
|
Adjustment to reconcile net income (loss) to |
|
|
|
|
|
|
net cash (used) by operating activities: |
|
|
|
|
|
|
Shares issued for stock-based compensation |
|
- |
|
|
115,290 |
|
Shares issued for consulting fees |
|
60,000 |
|
|
346,380 |
|
Shares issued for financing costs |
|
- |
|
|
227,500 |
|
Warrants issued for consulting |
|
- |
|
|
107,000 |
|
Depreciation and amortization |
|
107,917 |
|
|
19,721 |
|
Changes in operating assets/liabilities |
|
|
|
|
|
|
(Increase) in accounts receivable |
|
(249,849) |
|
|
- |
|
(Increase) in inventory |
|
(277,827) |
|
|
(232,684) |
|
(Increase) in notes receivable |
|
- |
|
|
(273,945) |
|
(Increase) in prepaid expenses |
|
(44,520) |
|
|
- |
|
(Increase) in other assets |
|
- |
|
|
(57,657) |
|
Increase in customer deposits |
|
- |
|
|
39,960 |
|
Increase (decrease) in accounts payable |
|
253,629 |
|
|
(36,316) |
|
Increase in other liabilities |
|
48,199 |
|
|
- |
|
Net cash (used) by operating activities |
|
(62,687) |
|
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