Where does it say they disposed all their boats???? The last 10-K does discuss the disposal of all assets of Caribbean Charters LTD.
The last time I checked CEA Lines IS different than Caribbean Charters LTD (which assets were disposed in June 1996).
Maybe in the upcoming financials it will discuss in more detail the updated status of CEA Lines. It looks like they wrote the investment off as worthless (as of June 1996)
Kurt
sec.gov
NOTE 1 - ORGANIZATION AND ACQUISITIONS:
Olympus Ventures, Inc. (the "Company") was incorporated on October 24, 1988 in the State of Washington and for the period from inception to December 31, 1994 was in its development stage. Acquisitions by the Company were as follows:
(a) C.E.A. LINES, INC.
On November 7, 1994, the Company entered into an agreement, which was
amended on January 1, 1995, with Central European Subholding Inc. to
purchase 50.1% of the common stock in C.E.A. Lines, Inc. ("CEA"). In
connection with this transaction 3,000,000 shares of common stock
(prior to the 1 for 10 reverse split - see Note 6) were issued. CEA
became a majority owned subsidiary of the Company. CEA's principal
asset was an ocean shipping vessel and its main activity was
providing freight services. CEA was organized under the laws of the
Turks & Caicos Islands, British West Indies.
On September 20, 1995, the Company entered into another agreement
with Central European Subholding, Inc. for the purchase of the
remaining 49.9% of the stock of CEA. Under the terms of this
agreement the Company received 100% of the stock of CEA Traders, a
wholly owned subsidiary of CEA. In connection with this transaction
400,000 shares of common stock were issued.
The shares were valued by the Company at $2,000,000. The purchase
price was allocated to property, plant and equipment ($1,454,269) and
minority interest ($545,731).
The CEA acquisition was a related party transaction. Current
management has been unable to determine whether the acquisition was
made at "arms length" and therefore whether amounts recorded in the
financial statements properly reflect the fair values of the assets
acquired.
On January 8, 1996 the Company's chief executive officer resigned.
Since his resignation the Company has had several chief executive
officer's. Current management joined the Company on July 15, 1996.
Current management has had communications with the officer that
resigned to compel him to return the following to the Company: (1)
the assets of CEA (including the ocean shipping vessel), (ii) the
books and records of CEA, and (iii) the books and records of the
Company from inception through December 31, 1995. To date, current
management has been unable to reach an agreement with the former
chief executive for the return of the above. Management is currently
investigating its legal options, but believes that it may not be
practicable or economically reasonable to further pursue this matter.
Pending the conclusion of its investigation, management has
instructed the Company's transfer agent to stop the transfer of the
400,000 common shares issued in the second CEA transaction.
Additionally, since the Company is unable to secure the assets of
CEA, management has determined that the Company's investment in CEA
which amounted to $3,354,068 should be and was written off as of June
30, 1996.
F - 8
<PAGE>
OLYMPUS VENTURES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THREE YEARS ENDED JUNE 30, 1996
NOTE 1 - ORGANIZATION AND ACQUISITIONS (CONTINUED):
(b) CARIBBEAN CHARTERS LTD.
On August 21, 1995, the Company acquired 100% of the sellers interest
in Caribbean Charters Ltd. This acquisition was evidenced by a
convertible promissory note in the amount of $750,000 convertible
into the Company's common shares at a price of $2.50 per share.
Since the assets of Caribbean Charters Ltd. consisted of three
boats, the purchase price was attributed entirely to property,
plant and equipment.
This acquisition was also with a related party. Current management
has been unable to determine whether the acquisition was made at
"arms length" and therefore whether amounts recorded in the financial
statements properly reflect the fair values of the assets acquired.
During March 1996, the Company exchanged 750,000 common shares for
the $750,000 convertible note.
In December 1995, one of the boats was sold for $35,000 resulting in
a loss of $140,000. In October 1995, a second boat was sold for
$60,000 resulting in a loss of $165,000. In May 1996, the third boat
was repossessed by a secured lender resulting in a loss of $210,000.
Accordingly, as of June 30, 1996, all of the assets of Caribbean
Charter Ltd had been disposed of. |
