<PAGE>

                      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 quarterly period ended 30 April 2000
         --------------------
         ("Q1", "First Quarter" or "Quarter 1 of Fiscal 2001"), 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  0-18163  CUSIP number   693501 10 8
         -----------------------------------------------------------

                               PPC CAPITAL CORP

            (Exact Name of Registrant as Specified in its Charter)

          (the "Registrant", or the "Company", or the "Corporation")

         -----------------------------------------------------------
         Province of Alberta, Canada
         (State or other jurisdiction of incorporation)

         7850 Woodbine Avenue, Suite 201,
         Markham, Ontario, Canada                            L3R 0B9
         (Address of principal executive offices)       Postal Code)

         905-479-5683
         800-769-3733                                   905-479-8911
         (Telephone numbers)                            (Fax number)
         -----------------------------------------------------------

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by (S).13 or (S).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
                                                -
As of 30 May 2000, there were 16,913,389 common shares of the Registrant's
common stock (the "Common Shares" or "Common Stock") outstanding. (See ITEM 2.
Management's Discussion and Analysis of Financial Condition and Results of
--------------------------------------------------------------------------
Operations.)
----------

<PAGE>

PPC CAPITAL CORP                                                       FORM 10-Q
                                                    First Quarter of Fiscal 2001
                                                                          Page 2

                                   FORM 10-Q

                                     INDEX

PART I - FINANCIAL INFORMATION

Item 1.   Consolidated Interim Financial Statements                            3

               Consolidated Statement of Operations
                    for the periods ended 30 April 2000 and 1999

               Consolidated Balance Sheet as at 30 April 2000 and 31
                    January 2000

               Consolidated Statement of Cash Flows
                    for the periods ended 30 April 2000 and 1999

               Notes to Consolidated Financial Statements

Item 2.   Management's Discussion and Analysis of                              6

               Financial Condition and Results of Operations

PART II - OTHER INFORMATION

Item 1.   Legal Proceedings                                                   12

Item 2.   Changes in Securities                                               12

Item 3.   Defaults Upon Senior Securities                                     12

Item 4.   Submission of Matters to a Vote of Security Holders                 12

Item 5.   Other Information                                                   12

Item 6.   Exhibits and Reports on Form 8-K                                    12

Signature                                                                     13
<PAGE>

PPC CAPITAL CORP                                                       FORM 10-Q
                                                    First Quarter of Fiscal 2001
                                                                          Page 3

                        Part I - Financial Information

The Company prepares its consolidated financial statements in Canadian Dollars.
In this report all references to "$" are to Canadian dollars, unless otherwise
noted.

                                Exchange Rates

Based on the noon buying rates for cable transfers in New York City, certified
for customs purposes by the Federal Reserve Bank of New York, the exchange rate
on 30 May 2000 was C$1.00 = US$0.67

Item 1.   Interim Financial Statements

                                 First Quarter

                         (period ended 30 April 2000)

                                  Fiscal 2001

       CONSOLIDATED STATEMENT OF OPERATIONS (unaudited)

<TABLE>
<CAPTION>
            (Amounts are expressed in Canadian Dollars)              Three-month and year-to-date
                                                                         period ended 30 April
                                                                  --------------------------------------
                                                                        2000                  1999
                                                                  --------------------------------------
       <S>                                                        <C>                     <C>
       Interest revenue and sales                                        $4,055               $5,944
       Expenses
            Operating and administration                                 75,642              293,340
            Financing charges payable in stock - see Note 3              79,775               79,774
                                                                      ---------            ---------
       Net (Loss) from operations                                      (151,362)            (367,170)
       Deficit, beginning of period                                   5,045,255            4,145,098
                                                                      ---------            ---------
       Deficit, end of period                                        $5,196,617           $4,512,268
                                                                     ==========           ==========

       Earnings per share                                                ($0.01)              ($0.02)
       Weighted average common shares outstanding                    16,913,389           16,913,389
</TABLE>
<PAGE>

PPC CAPITAL CORP                                                       FORM 10-Q
                                                    First Quarter of Fiscal 2001
                                                                          Page 4

CONSOLIDATED BALANCE SHEETS (unaudited)
         (Amounts are expressed in Canadian Dollars)

     <TABLE>
     <CAPTION>
                                                                             30 April 2000      31 January 2000
                                                                             -------------      ---------------
     <S>                                                                     <C>                <C>
                                   Assets

     Current assets:
            Cash and cash equivalents                                           $58,042               $124,829
            Accounts and note receivable - see Note 2                            77,364                 77,364
                                                                             ----------             ----------
                                                                               $135,406               $202,193
                                                                             ==========             ==========
                                Liabilities

     Current accounts payable and accrued liabilities                           $79,464                $74,664
                                                                             ----------             ----------
     Long-term liabilities
            Non-cash accrued liabilities and interest payable - see Note 3      943,103                863,328
            10% Convertible debentures payable - see Note 3                   3,191,000              3,191,000
                                                                             ----------             ----------
                                                                              4,134,103              4,054,328
                                                                             ----------             ----------
                                                                              4,213,567              4,128,992
                                                                             ----------             ----------
                         Shareholders' (deficiency)

     Share capital
          Authorized at no par value:
              An unlimited number of common shares
              An unlimited number of preferred shares
          Issued: 16,913,389 common shares (1999- 16,913,389)                 1,118,456              1,118,456
     Deficit                                                                 (5,196,617)            (5,045,255)
                                                                             ----------             ----------
                                                                             (4,078,161)            (3,926,799)
                                                                             ----------             ----------
                                                                               $135,406               $202,193
                                                                             ==========             ==========
</TABLE>

    CONSOLIDATED STATEMENT OF CASH FLOWS  (unaudited)

<TABLE>
<CAPTION>
     (Amounts are expressed in Canadian Dollars)                       Three-month and year-to-date
                                                                           period ended 30 April
                                                                --------------------------------------------
                                                                          2000                  1999
                                                                --------------------------------------------
   <S>                                                          <C>
   Cash provided by (used in) operating activities
        Net (Loss) for period                                          ($151,362)            ($367,170)
        Adjustments required to reconcile Net Loss with
          cash provided by operating activities:
             Financing charges payable in stock - see Note 3              79,775                79,774
                                                                          ------                ------
                                                                         (71,587)             (287,396)

        Changes in non cash operating items
             Accounts receivable                                               0               179,995
             Prepaid expenses                                                  0                14,400
             Accounts payable and accrued liabilities                      4,800              (147,070)
                                                                          ------              ---------

   Increase (decrease) in cash during period                             (66,787)             (240,071)
   Cash, beginning of period                                             124,829               567,614
                                                                         -------               -------

   Cash, end of period                                                   $58,042              $327,543
                                                                         =======              ========
</TABLE>
<PAGE>

PPC CAPITAL CORP                                                       FORM 10-Q
                                                    First Quarter of Fiscal 2001
                                                                          Page 5

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Note 1:   The Consolidated Financial Statements are for the three-month year-to-
          date period ended 30 April 2000, pertaining to the current fiscal year
          ending 31 January 2001 ("Fiscal 2001"), and the corresponding period
          ended 30 April 1999, pertaining to the fiscal year ended 31 January
          2000 ("Fiscal 2000") of PPC Capital Corp which was formerly named
          Power Plus Corporation.

          In the opinion of management, the Consolidated Balance Sheet as at 30
          April 2000 and the Consolidated Statements of Operations and Changes
          in Cash Flows for the three-month year-to-date periods ended 30 April
          2000 and 1999, include all adjustments necessary for a fair
          presentation of such financial statements. Such adjustments consisted
          only of normal recurring items. The preparation of financial
          statements in conformity with generally accepted accounting principles
          requires management to make estimates and assumptions that affect the
          reported amounts of assets and liabilities at the date of the
          financial statements and reported amounts of revenues and expenses
          during the reporting period. Actual results could differ from those
          estimated. Interim results are not necessarily indicative of results
          for a full year.

          The Consolidated Balance Sheet as at 30 April 2000 and the
          Consolidated Statements of Operations and Changes in Financial
          Position for the three-month year-to-date periods ended 30 April 2000
          and 1999 are unaudited. The Consolidated Balance Sheet for Fiscal 2000
          was audited and reported to shareholders (see the SEC FORM 10-K
          Registration Statement for Fiscal 2000, as previously filed). These
          interim quarterly Consolidated Financial Statements and notes do not
          contain certain information included in the Company's Audited Annual
          Consolidated Financial Statements and the notes thereto.

Note 2:   Accounts receivable includes GST recoverable.

Note 3:   The 10% Convertible Debentures, for a maximum principal amount of up
          to $5,000,000, are a first secured and fixed and floating charge,
          maturing on 31 January 2002 (extended on the same terms and conditions
          from those that would have matured on 31 January 2000), bearing
          interest at a rate of 10% per annum payable semi-annually in common
          shares. The Convertible Debentures, including all principal amounts
          advanced thereunder and interest accruing thereon, may be converted,
          in whole or in part, on or before maturity, at the option of the
          holders, into common shares of the Company at a conversion price equal
          to $0.10 per post-consolidation common share. Accrued non-cash
          interest payable for Q1 - Fiscal 2001 in the amount of $79,775 (to 31
          January 2000 was $863,328) is payable in-kind at the time of repayment
          or by the issuance of common shares if converted at the option of the
          holders.
<PAGE>

PPC CAPITAL CORP                                                       FORM 10-Q
                                                    First Quarter of Fiscal 2001
                                                                          Page 6

Item 2.   Management's Discussion and Analysis of Financial Condition and
          Results of Operations

A)   Corporate Overview

     Investing is the priority for PPC Capital Corp, formerly named Power Plus
     Corporation, a public company currently delisted on the Canadian Venture
     Exchange ("CDNX")1 in Canada and trading on the OTC - BB in the United
     States. The primary activities of the Company fall into two categories:
     investing in operating companies; and carrying on business through
     subsidiary operating companies. Accordingly, the Company has been the
     parent of subsidiaries that hire employees, procured merchandise for
     resale, purchased or built capital assets and carried on business. Since
     its inception, the Company has invested in specialty retail businesses
     operating in Canada and the US, primarily selling batteries and
     battery-related products, wireless telecommunications products and portable
     fashion electronics.

     The Company was incorporated under the Business Corporations Act, Alberta
                                            -------------------------
     (Canada) on 15 December 1986 under the name "Caio Capital Company." Prior
     to 1 May 1988, the Company had not conducted any significant operations. On
     1 May 1988 the Company acquired all of the issued and outstanding shares of
     Battery One-Stop International Inc., ("BOSI") a private company
     incorporated under the Business Corporations Act Canada on 6 March 1985,
                            -------------------------
     and changed its name to "Battery One-Stop Inc." BOSI continued to develop
     the specialty retail business of marketing and selling batteries and
     certain battery-powered products in Canada and the Company commenced doing
     business in the US through a subsidiary during Fiscal 1990. However, this
     business was unsuccessful and was discontinued late in Fiscal 1992.

     In November 1992, the Company formed two US wholly owned subsidiaries.
     First Olympia Holdings Inc., a US limited liability company, has never been
     active in carrying on a business. The second, Batteries Etc., Inc. ("Etc.")
     was incorporated for the purpose of operating a US specialty retail
     business of marketing and selling batteries and certain battery-powered
     products. On 8 November 1994 the Company changed its name to Battery One,
     Inc. and its fiscal reporting period to end on 31 January instead of 30
     April. During this time, the Company's business was to retail over 400
     types of dry cell batteries, including common and specialized cells, and
     battery-powered and battery-related products through Etc. in the US and
     BOSI in Canada. By the last quarter of Fiscal 1996 (the year ended 31
     January 1996), it had become apparent that on the basis of the Company's
     share capitalization and considering the continued non-profitability of
     Etc., the Company, notwithstanding its best efforts, could not complete a
     crucial financing on the basis contemplated. The poor performance of Etc.
     resulted from a number of unproductive stores situated in secondary
     locations committed to by prior management. During this period, Etc.'s cash
     flow had been subsidized by BOSI, to its serious detriment. (Etc. and BOSI
     are hereinafter referred to collectively as the "Former Subsidiaries".)

     Accordingly, in December 1995, BOSI made a voluntary assignment into
     bankruptcy pursuant to the Bankruptcy and Insolvency Act Canada. Also in
                                -----------------------------
     December 1995, Etc. made a voluntary petition seeking protection under
     Chapter 11 of the United States Bankruptcy Code that was subsequently
                                     ---------------
     converted to a Chapter 7 filing in January 1996. The Company was the
     largest creditor of the Former Subsidiaries. Accordingly, at 31 January
     1996, the Company had neither ongoing operations nor operating assets.

     In July 1996, Power Plus USA, Inc. ("PPUSA"), a wholly owned subsidiary of
     the Company, commenced implementing its plan for launching the US Powerful
     Stuff chain. Effective 1 September 1996, PPUSA launched its wireless
     airtime rebilling business by purchasing more than 20,000 pager customers
     under existing contracts and the entitlement to the related future wireless
     (pager/beeper airtime) rebilling reve-

__________________

/1/  Effective 29 November 1999 the Canadian Venture Exchange ("CDNX") commenced
     operations as a result of the merger of the Vancouver Stock Exchange and
     the Alberta Stock Exchange.
<PAGE>

PPC CAPITAL CORP                                                      FORM 10-Q
                                                    FirsT Quarter of Fiscal 2001
                                                                          Page 7


  nue from Consumer Electronics Specialty Stores, Inc. ("CESS"), located in
  Sarasota, Florida. The US retail chain grew to 44 stores and the airtime
  rebilling business grew by nearly 50% over the next 18 months. Despite these
  accomplishments, the lack of timely financing, in accordance with PLAN 2000,
  to support the ongoing operations and growth caused PPUSA to seek protection
  under Chapter 11 of the US Bankruptcy Code on 31 January 1998. The Company
                             ---------------
  sold certain of PPUSA's capital assets, including its list of pager customers,
  to an arm's-length party on 29 June 1998, and PPUSA ceased carrying on the
  business. (See ITEM 7 - Management's Discussion and Analysis of Financial
                          -------------------------------------------------
  Condition and Results of Operations.)
  -----------------------------------

  In September 1996, the Company launched its Canadian Powerful Stuff chain
  through its wholly owned subsidiary Power Plus Canada, Inc., ("PPCan"). The
  immediate expansion thrust was concentrated in Ontario, where the chain grew
  to 18 stores, although plans foresaw the addition of several store locations
  in British Columbia and Alberta. However, resulting from the same capital
  constraint, on 8 May 1998 PPCan sought protection by filing a Notice of
                                                                ---------
  Intention to File a Proposal to Creditors ("Proposal") under Part III Division
  -----------------------------------------
  I of the Bankruptcy and Insolvency Act Canada. PPCan remained in possession of
           -----------------------------
  its assets. On 26 November 1998, the Company sold the shares of PPCan and
  certain intellectual properties to an arm's length party that conducted a
  similar business in Canada. (See ITEM 7 - Management's Discussion and Analysis
                                            ------------------------------------
  of Financial Condition and Results of Operations.) All of the Company's retail
  ------------------------------------------------
  operations in Canada and the US were conducted through PPCan and PPUSA,
  respectively, and these subsidiaries owned all of the capital assets employed
  in carrying on the retail businesses. Accordingly, at 31 October 1998 the
  Company had neither ongoing retail operations nor operating assets.

  Notwithstanding reorganizational proceedings underway since, the Company has
  been maintained in good standing from a corporate and regulatory statutory
  compliance perspective. Shareholders approved, at the annual and special
  shareholders' meeting held on 21 January 1999, the proposed reorganizational
  proceedings which management considers in the best interests of the Company
  (the "1999 Reorganization Plan"). In summary, the shareholders resolved,
  subject to regulatory approval, as to the following matters:

     1.  To change the name of the Company to "PPC Capital Corp";

     2.  To authorize the consolidation of the common shares of the Company on
         the basis of one (1) common share for each five (5) common shares
         heretofore outstanding;

     3.  To authorize a reduction of the stated capital of the Company by
         $20,700,000 effective 31 January 1999;

     4.  To authorize the conversion of secured debt of the Company in an amount
         of up to $5,000,000 into post-consolidation common shares of the
         Company at a conversion price of $0.10 per post-consolidation common
         share;
     5.  To authorize the conversion of certain other debts of the Company in an
         amount of up to $340,000 into post-consolidation common shares at a
         conversion price of $0.10 per post-consolidation share; and,

     6.  To approve the payment of a finder's fee in the amount of $121,230 by
         issuing up to 1,212,300 post-consolidation common shares at a
         conversion price of $0.10 per post-consolidation common share.

  While management cannot give any assurances as to the future outlook for the
  Company, conditional regulatory approval to the 1999 Reorganization Plan was
  granted on 29 April 1999. The Company changed its name to PPC Capital Corp
  effective 26 August 1999. Other reorganizational matters are pending in the
  discretion of management which intends to aggressively pursue diversified
  investment opportunities targeting to maximize shareholder value. In
  management's opinion, the Company's tax loss
<PAGE>

PPC CAPITAL CORP                                                       FORM 10-Q
                                                    First Quarter of Fiscal 2001
                                                                          Page 8

  carry forwards are expected to represent a significant asset/2/ for the
  Company which could be material in attracting a suitable candidate for
  purposes of restructuring its business affairs.

  In the circumstances of these reorganizational proceedings and as previously
  reported, CDNX has conducted a review of the financial affairs of the Company
  to ascertain whether the Company was maintaining continued listing
  requirements. CDNX determined that the Company, having divested what it
  considered to be substantially all of its operating assets, did not meet the
  continued listing requirements. Therefore, trading of the Company's shares was
  initially suspended at the close of business on 30 April 1999 and on 31 May
  2000 the securities were delisted from CDNX. The Company, however, is in no
  way impaired from continuing on with its day-to-day operations in implementing
  the 1999 Reorganization Plan and seeking out new investment opportunities. The
  trading in shares of Alberta issuers is typically halted for extended periods
  pending closure of transactions by way of reverse take-over. It is open to the
  Company to make an application for relisting when it is in a position to meet
  CDNX requirements.

B)  Results of Operations

    1)  Q1 - Fiscal 2001
        The Company continued in its role as an investment banker and, as
        previously reported, is currently seeking new investment opportunities.
        Since Q1 - Fiscal 2000 the Company has not owned any active subsidiary
        companies. Conformably, the Company's interim financial statements since
        Q1-- Fiscal 2000 report the revenue and expenses of essentially the
        parent company's activities only and that while the Company has positive
        working capital it has no long-term assets. The following limited
        discussion and analysis should be read in conjunction with the
        previously filed audited Annual Consolidated Financial Statements and
        the Notes thereto contained in the SEC FORM 10K - Fiscal 2000 filing,
        representing the year ended 31 January 2000.

        Consideration of Q1 business results for Fiscal 2001 and Fiscal 1999

        The following table highlights items reflected in the Company's
        unaudited consolidated statement of operations expressed as percentages
        of sales:

<TABLE>
<CAPTION>
                                                                             Expressed as a
                                                                     Percentage of Interest Revenue
                                                                               and Sales
                                                                        (period ended 30 April)
                                                                              Three months
                                                                    -------------------------------
                                                                           2000            1999
                                                                    -------------------------------
            <S>                                                     <C>                   <C>
            Cost of sales                                                   n/a             n/a
            Operating, occupancy & administrative expenses                 3775%          6277.2%
            Net loss                                                       3775%          6277.2%
</TABLE>


------------------------------
/2/ See Note 7 in the Notes to the audited Consolidated Financial Statements -
    Fiscal 2000, as filed.
<PAGE>

PPC CAPITAL CORP                                                       FORM 10-Q
                                                    First Quarter of Fiscal 2001
                                                                          Page 9


     The materiality of the operating results of the Company's subsidiaries that
     operated retail businesses compared to the business results of the parent
     company that operated as an investment banker, meant that measurement,
     reporting and comparison of business results historically focused on the
     retail operations that were materially more significant than the Company's
     investing activities.

2)   Q1 - Fiscal 2000

     During Q1 - Fiscal 2000 the Company did not own any active subsidiary
     companies. Conformably, the Company's interim financial statements for Q1 -
     - Fiscal 2000 report the revenue and expenses of essentially the parent
     company's activities only and, that while the Company has positive working
     capital it has no long-term assets.

     The materiality of the operating results of the Company's subsidiaries that
     operated retail businesses compared to the business results of the parent
     company that operated as an investment banker, meant that measurement,
     reporting and comparison of business results historically focused on the
     retail operations that were materially more significant than the Company's
     investing activities. The significant change between periods reflects the
     significant transition of the Company's focus, as discussed above, and as
     reflected by abandoning the US subsidiary and selling the Canadian
     subsidiary. The changes reported for Q1 -- Fiscal 1999 reflected an
     unfavorable increase in cost of sales and decrease in gross profit, which
     resulted principally for these reasons:

     .  PPUSA was operated as a discontinued business since the beginning of
        Fiscal 1999 and until it ceased carrying on business in June 1998;

     .  during Fiscal 1999, PPCan retrenched and was operated on a pared-down
        basis, pending and until its sale in November 1998;

     .  the negative impact of establishing accounting reserves and adjustments
        to fair market values for inventory and capital assets carrying values
        were included in the Fiscal 1999 accounts in anticipation of the closure
        of PPUSA and sale of PPCan; and,

     .  the deteriorating gross profit and increasing diseconomy reflected the
        Company's inability to purchase merchandise inventory to sustain
        reasonable sales levels at the stores, in accordance with normal
        industry practice.

     No corporate income taxes were payable in Q1 -- Fiscal 2000. Management
     expects the amount of accrued income tax losses, being carried forward and
     available for sheltering future business income accruing from Fiscal 2000,
     approximates $44 million, and is not reported in the Audited Consolidated
     Balance Sheet./3/


--------------------------
/3/  See Note 7 in the Notes to the audited Consolidated Financial Statements -
     Fiscal 2000.
<PAGE>

PPC CAPITAL CORP                                                       FORM 10-Q
                                                    First Quarter of Fiscal 2001
                                                                         Page 10

C)  Liquidity and Capital Resources

    The FORM 10-K Registration Statement for Fiscal 2000 includes more detailed
    discussion concerning changes to the capital resources of the Company. As
    well, the Notes to the Consolidated Financial Statements (unaudited)
              ----------------------------------------------
    included with these materials include particular details pertaining to
    current activity.

    1) Convertible Debentures

    a)  The Company negotiated the extension of the maturity of the 10%
        Convertible Debentures for an additional two years on the same terms and
        conditions. The 10% Convertible Debentures, for a maximum principal
        amount of up to $5,000,000, are a first secured and fixed and floating
        charge, maturing on 31 January 2002 (extended on the same terms and
        conditions from those that would have matured on 31 January 2000),
        bearing interest at a rate of 10% per annum payable semi-annually in
        common shares. The Convertible Debentures, including all principal
        amounts advance thereunder and interest accruing thereon, may be
        converted, in whole or in part, on or before maturity, at the option of
        the holders, into common shares of the Company at a conversion price
        equal to $0.10 per post-consolidation common share.

    b)  At the special meeting of shareholders held on 30 January 1998, the
        Company's shareholders approved, subject to regulatory approval, the
        private placement of a series of first secured and fixed and floating
        charge 10% convertible debentures ("1998 Debentures") in the maximum
        principal amount of up to $5,000,000. The 1998 Debentures were proposed
        to mature on 31 January 2000, bearing interest at a rate of 10% per
        annum, payable semi-annually in common shares having a deemed price of
        $0.85 each, and secured by way of a first fixed and floating charge
        against all the assets of the Company. The 1998 Debentures were proposed
        to be convertible, in whole or in part, at the option of the holder,
        into units of the Company at a conversion price of $0.85 per unit, each
        unit to consist of one common share and one share purchase warrant.
        Pending proceeding with the 1998 Debentures, the Company, in the
        interim, executed promissory notes evidencing indebtedness in the
        aggregate principal amount of $3,191,000 of unsecured loans advanced to
        the Company and bearing interest on maturity at an annual rate of 10%
        (the "Unsecured Loan Notes"). As a result of market conditions, the
        Company abandoned the 1998 Debentures. Subsequently, the Company created
        a debenture trust indenture (the "Debenture Trust Indenture") dated 30
        September 1998 with Elliott & Associates, Inc., providing for the
        issuance of a series of 10% fixed and floating charge secured debentures
        in the principal sum not to exceed $5,000,000, originally due 31 January
        2000 but was recently extended to 31 January 2002 (see (a) above) (the
        "Debentures"), and pledged all present and future debts, liabilities and
        obligations of the Company under the Debenture Trust Indenture. The
        Unsecured Loan Notes, by agreement with their holders, were replaced by
        the Debentures during Q4 -- Fiscal 1999. Management considered it
        desirable to provide for the convertibility of the Debentures, including
        all principal amounts advanced thereunder and interest accruing thereon,
        into Common Shares of the Company on the basis that the Debentures may
        be converted, in whole or in part, on or before maturity, at the option
        of the holders, into common shares of the Company at a conversion price
        equal to $0.10 per post-consolidation common share. In view of the fact
        that the possible aggregate issuance of Common Shares issuable upon
        conversion of the Debentures represents over 25% of the Company's Common
        Shares currently issued and outstanding, shareholder approval was
        obtained at the 21 January 1999 meeting of the shareholders. The
        required approval of CDNX was granted on 29 April 1999.

    c)  At the special meeting of shareholders held on 30 January 1998, the
        Company's shareholders approved, subject to regulatory approval, the
        implementation of a four-tiered revised corporate fi-
<PAGE>

PPC CAPITAL CORP                                                       FORM 10-Q
                                                    First Quarter of Fiscal 2001
                                                                         Page 11

        nance plan, including reasonable fiscal advisory and finder's fees and
        commissions. The Company and Roxborough Holdings Limited (the "Finder")
        agreed to a finder's fee arrangement (the "Finder's Fee Agreement") in
        respect of funds raised through the efforts of the Finder, pursuant to
        which the Company is obligated to pay the Finder a fee equal to 10% of
        the first $300,000 of funds raised, and thereafter 7.5% of funds raised
        between $300,000 and $1,000,000, and 5% of funds raised over $1,000,000.
        To date the Finder arranged funds of $3,191,000, pursuant to which the
        Company is obligated to pay the Finder a fee of $121,230 (the "Finder's
        Fee"). Management obtained the approval of the shareholders at the
        meeting of shareholders held on 21 January 1999, and subsequent
        regulatory approval, to pay the Finder's Fee in full by converting it
        into post-consolidation common shares of the Company on the basis of a
        conversion price of $0.10 per post-consolidation share, or 1,121,230
        post-consolidation common.

2)   Consolidation of Share Capital

     At the special meeting of shareholders of the Company held on 30 January
     1998, the shareholders of the Company approved a resolution approving the
     consolidation of the Company's issued and outstanding common shares on a
     ratio of one new common share for up to each five common shares
     outstanding. In accordance with the 1999 Reorganization Plan, as approved
     at the 21 January 1999 meeting of the shareholders, and as approved by
     CDNX, it is open to the Company, in management's discretion, to complete
     this consolidation from the 16,913,389 common shares outstanding to
     3,382,677 post-consolidation common shares.

3)   Other

     The Company has neither any share purchase warrants, nor options to
     purchase shares granted to any officers, directors, employees, advisors or
     consultants to the Company, which remain or are outstanding as of the date
     hereof.

     Commencing in Fiscal 1996, all securities, including the Special Notes that
     were converted into Common Shares, were sold by private placement to
     accredited investors in Canada. These securities were issued pursuant to
     the governing securities laws in the applicable governing jurisdictions in
     Canada but were not registered or sold principally in the US. Sales of the
     securities in the US were made in reliance upon the exemption from
     registration contained in (S)4(2) of the Securities Act of 1933, as
                                              ----------------------
     amended.

4)   Outlook

     While management cannot give any assurances as to the future outlook for
     the Company, management intends to pursue diversified investment
     opportunities targeting to maximize shareholder value. In management's
     opinion, the Company's tax loss carry forwards are expected to represent a
     significant asset/4/ for the Company which will be material in attracting a
     suitable candidate for purposes of restructuring its business affairs.

---------------------------
/4/ See Note 7 in the Notes to the audited Consolidated Financial Statements -
    Fiscal 2000.
<PAGE>

PPC CAPITAL CORP                                                       FORM 10-Q
                                                    First Quarter of Fiscal 2001
                                                                         Page 12


                          PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

  The following summarizes, to the best of management's knowledge, potential,
  pending or known legal proceedings and litigation, arising primarily from
  transactions between third parties and one or both of PPUSA and PPCan, in all
  considered ordinary routine litigation incidental to the business.

  1)  CDA Industries Inc., a Canadian company, and manufacturer and supplier of
      store fixtures, commenced an action in the Ontario Court against the
      Company for the payment of alleged unpaid amounts due from either or both
      PPCan and PPUSA. The Company has disputed this claim considering it
      without merit and will vigorously defend it as required and advised. There
      has been no activity on this matter in over a year and no further action
      is planned.

  2)  Management is informed of a claim that may have been made against PPUSA in
      the United States, after PPUSA ceased carrying on business, by a landlord
      pertaining to store premises leased by PPUSA. The details of the claim are
      undetermined as of the date hereof, and there is the possibility that
      collateral claims may have been made against the Company. The Company has
      retained US counsel to advise management and will take all steps necessary
      and required.

  In management's opinion, and to the best of its knowledge, none of these
  potential, pending or known routine legal proceedings are expected to have any
  material impact on future operating results or the financial condition of the
  Company.

Item 2. Changes in Securities.
            Not applicable.

Item 3. Defaults Upon Senior Securities.
            Not applicable.

Item 4. Submission of Matters to a Vote of Security Holders.
            Not applicable.

Item 5. Other Information.
            None

Item 6. Exhibits and Reports on Form 8-K.

       a.)  Exhibits

                     Exhibit 27  -- Financial data schedule

       b.)  Reports on Form 8-K

                     None
<PAGE>

PPC CAPITAL CORP                                                       FORM 10-Q
                                                    First Quarter of Fiscal 2001
                                                                         Page 13



                                   SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, the
                                    -------------------------------
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                    Power Plus Corporation


Date: 30 May 2000                   /s/ R. Bruce Freeman
                                    ------------------------------------------
                                    R. Bruce Freeman
                                    Vice Chairman and Chief Financial Officer

                                    (Duly authorized officer of the Registrant
                                       and its chief financial officer)