-----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, FsUAKphZQvfmfqoIHlkANzJ9NNRxS/xzOepdbJnQJoyLv2XLuBb6llo4mmqZqdFP 1QwemEKXyhMW/gJhlRbpOg== 0000931731-03-000030.txt : 20030214 0000931731-03-000030.hdr.sgml : 20030214 20030214181552 ACCESSION NUMBER: 0000931731-03-000030 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20020630 FILED AS OF DATE: 20030214 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CYBER EXCELLENCE INC CENTRAL INDEX KEY: 0001016082 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 880356052 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-29605 FILM NUMBER: 03569475 BUSINESS ADDRESS: STREET 1: 268 WEST 400 SOUTH STREET 2: STE 300 CITY: SALT LAKE CITY STATE: UT ZIP: 84101 BUSINESS PHONE: 8015758073 MAIL ADDRESS: STREET 1: 268 WEST 400 SOUTH STREET 2: STE 300 CITY: SALT LAKE CITY STATE: UT ZIP: 84101 FORMER COMPANY: FORMER CONFORMED NAME: CYBEREXCELLENCE INC DATE OF NAME CHANGE: 20000204 10QSB 1 cyber-10qsb063002.txt 10QSB 063002 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB ------------------------------------------ Quarterly Report Under Section 13 or 15(d) Of the Securities and Exchange Act of 1934 For the Quarter Ended Commission File Number --------------------- ---------------------- June 30, 2002 000-29605 Cyberexcellence, Inc. --------------------- (Name of Small Business Issuer in Its Charter) Nevada 88-0356052 ------ ---------- (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 4114 Splendor Way, Salt Lake City, Utah 84124 (Address of Principal Executive Offices) (Zip Code) (801) 243-4498 (Issuer's Telephone Number, Including Area Code) Securities registered under Section 12(b) of the Exchange Act: Title of Each Class Name of each Exchange on Which Registered ------------------- ------------------------------------------ Common Stock ($0.001 Par Value) None Check whether the issuer: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 State the number of shares outstanding of each of the registrants classes of common equity, as of the latest practicable date: At June 30, 2002, the number of shares outstanding of the registrant's Common Stock, $0.001 par value (the only class of voting stock), was 2,042,000. 1 TABLE OF CONTENTS PART I Page Item 1. Description of Business......................................1 Item 2. Description of Property......................................5 Item 3. Legal Proceedings............................................5 Item 4. Submission of Matters to a Vote of Security-Holders..........5 PART II Item 5. Market for Common Equity and Related Stockholder Matters.....5 Item 6. Management's Discussion and Analysis or Plan of Operation....6 Item 7. Financial Statements.........................................7 Item 8. Exhibits and Reports on Form 8-K............................ Signatures.................................................. 2 PART I ITEM 1. DESCRIPTION OF BUSINESS History Cyberexcellence, Inc. (the "Company") was formed as a Nevada corporation on February 15, 1996, for the purpose of specializing in Internet "virtual mall" development. The Company was one of over 40 related companies whose plan was to create a virtual mall with theme based stores to sell merchandise over the Internet. The Company's former parent, Axia Group, Inc. (f/k/a CyberAmerica Corporation), a fully reporting company under the Exchange Act of 1934, through its now defunct subsidiary CyberMalls, Inc. was in the process of developing a specialized search engine. This search engine was designed to assist consumers in the purchase of products by narrowing the number of responses received when searching for a specific product. However, due to a lack of necessary funding CyberMalls, Inc.'s plans to create the search engine were discontinued. Consequently, the plans to create a virtual mall with at least 40 theme based stores with the 40 related companies including the Company's theme based virtual store were abandoned. The Company became a "blank check" or "shell" company during the last quarter of 1996 as a result of the inability of the Company's then parent to sufficiently fund the Company's planned operations and is currently seeking a business or businesses to acquire. General The Company is a "blank check" or "shell" corporation that seeks to identify and complete a merger or acquisition with a private entity whose business presents an opportunity for Company shareholders. The Company's management will review and evaluate business ventures for possible mergers or acquisitions. The Company has not yet entered into any agreement, nor does it have any commitment or understanding to enter into or become engaged in a transaction, as of the date of this filing. Further, the business objectives discussed herein are extremely general and are not intended to restrict the discretion of the Company's management. A decision to participate in a specific business opportunity will be made based upon a Company analysis of the quality of the prospective business opportunity's management and personnel, asset base, the anticipated acceptability of business' products or marketing concepts, the merit of a business plan, and numerous other factors which are difficult, if not impossible, to analyze using any objective criteria. 3 Selection of a Business The Company anticipates that potential business opportunities will be referred from various sources, including its officers and directors, professional advisors, securities broker-dealers, venture capitalists, persons involved in the financial community, and others who may present unsolicited proposals. The Company will not engage in any general solicitation or advertising for a business opportunity, and will rely on the personal contacts of Management and their affiliates, as well as indirect associations with other business and professional people. Management's reliance on "word of mouth" may limit the number of potential business opportunities identified. While it is not presently anticipated that the Company will engage unaffiliated professional firms specializing in business acquisitions or reorganizations, such firms may be retained if management deems it in the best interest of the Company. Finder's fees paid to professional acquisition firms could involve one-time cash payments, payments based on a percentage of the business opportunity's evenues or product sales volume, payments involving issuance of securities (including those of the Company), or any combination these or other compensation arrangements. Consequently, the Company is unable to predict the cost of utilizing such services. As of the filing date there have been no discussions, agreements or understandings with any professional advisors, financial consultants, broker-dealers or venture capitalists. The Company's present intentions are to rely upon its president to effect those services normally provided by professional advisors or financial consultants. The Company will not restrict its search to any particular business, industry, or geographical location. Management reserves the right to evaluate and enter into any type of business in any location. In seeking a business venture, the decision of management will not be controlled by an attempt to take advantage of any anticipated or perceived appeal of a specific industry, management group, product, or industry, but will be based on the business objective of seeking long-term capital appreciation. The Company may participate in a newly organized business venture or in a more established business. Participation in a new business venture entails greater risks since, in many instances, management of such a venture may not have a proven track record; the eventual market for such venture's product or services will likely not be established; and the profitability of the venture will be untested and impossible to accurately forecast. Should the Company participate in a more established venture that is experiencing financial difficulty, risks may stem from the Company's inability to generate sufficient funds to manage or reverse the circumstances causing such financial problems. The analysis of new businesses will be undertaken by management. In analyzing prospective businesses, management will consider, to the extent applicable, the available technical, financial and managerial resources of any given business venture. Management will also consider the nature of present and expected competition; potential advances in research and development or exploration; the potential for growth and expansion; the likelihood of sustaining a profit within given time frames; the perceived public recognition or acceptance of products, services, trade or service marks; name identification; and other relevant factors. The Company anticipates that the results of operations of a specific business venture may not necessarily be indicative of the potential for future earnings, which may be impacted by a change in marketing strategies, business expansion, modifying product emphasis, changing or substantially augmenting management, and other factors. 4 The Company will analyze all relevant factors and make a determination based on a composite of available information, without reliance on any single factor. The period within which the Company will decide to participate in a given business venture cannot be predicted and will depend on certain factors, including the time involved in identifying businesses, the time required for the Company to complete its analysis of such businesses, the time required to prepare appropriate documentation to effect a merger or acquisition, and other circumstances. Acquisition of a Business The implementing of a structure that will effect any given business transaction, may cause the Company to become party to a merger, consolidation, purchase and sale of assets, purchase or sale of stock, or other reorganization involving another corporation, joint venture, partnership or licensee. The exact structure of the anticipated business transaction cannot yet be determined. Notwithstanding the above, the Company does not intend to participate in a business through the purchase of minority stock positions. In other words, the Company does not intend to merely buy non-controlling interests in other businesses. Rather, its current focus is to acquire a controlling interest in a business. Upon the completion of a transaction, it is likely that the Company's present management will no longer control Company affairs. Further, a majority or all of the Company's present directors may, as part of the terms of a prospective business transaction, resign and be replaced by new directors without a vote of the Company's shareholders. In connection with the Company's merger or acquisition of a business venture, the present shareholders of the Company may, as a negotiated part of the transaction, sell a portion or all of the Company's Common Stock held by them at a significant premium over their original investment in the Company. If the Company's current shareholders sell their stock as part of a merger/acquisition, they may decide to sell a controlling interest (i.e., over 50%) of the Company to the other entity (including such other entity's shareholders and affiliates) which participates in the merger/acquisition. The other entity might only buy enough shares to obtain a controlling interest in the Company. However, there is no degree of certainty that the other entity will buy any of the Company's shares. It is possible that the entity may pay a higher price for shares belonging to insider shareholders than for shares belonging to non-insider shareholders. Although the Company's insiders have no present intentions to buy shares from other insiders, it is a possibility that insiders could buy shares from other insiders. Management does not intend to actively negotiate for or otherwise require the purchase of all or any portion of its stock as a condition to or in connection with any proposed merger or acquisition. Although the Company's present shareholders did not acquire their shares of Common Stock with a view toward any subsequent sale in connection with a business reorganization, 5 it is not unusual for affiliates of the entity participating in the reorganization to negotiate to purchase shares held by the present shareholders. This is done in order to reduce the amount of shares held by persons no longer affiliated with the Company and thereby reduce the potential adverse impact on the public market in the Company's common stock that could result from substantial sales of such shares after the business reorganization. Public investors will not receive any portion of the premium that may be paid in the foregoing circumstances. Furthermore, the Company's shareholders may not be afforded an opportunity to approve or consent to any particular stock buy-out transaction. In the event sales of shares by present shareholders of the Company are a negotiated part of a future merger or acquisition, a conflict of interest may arise since management / shareholders will be negotiating for the merger or acquisition on behalf of the Company and for the sale of their shares for their own respective accounts. Where a business opportunity is well suited for merger or acquisition by the Company, but affiliates of the prospective business opportunity impose a condition that management sell its shares at a price which is unacceptable to them, management may not sacrifice its financial interest for the Company to complete the transaction. Where the business opportunity is not well suited, but the price offered management for its shares is high, management may be inclined to effect the acquisition in order to realize a substantial gain on its shares in the Company. Management has not adopted any policy for resolving the foregoing potential conflicts, should they arise, and does not intend to obtain an independent appraisal to determine whether any price that may be offered for its shares is fair. Shareholders must rely, instead, on the obligation of management to fulfill its fiduciary duty under state law to act in the best interests of the Company and its shareholders. Although the terms of any registration rights and the number of securities, if any, which may be registered cannot be determined at this time, it may be expected that any registration of securities by the Company would entail substantial expense to the Company. The issuance of substantial additional securities and their potential sale into any trading market which may develop in the Company's securities may have a depressive effect on such market. While the actual terms of a transaction to which the Company may be a party cannot be determined at this time, it may be expected that the parties to any business transaction will find it desirable to structure the merger or acquisition as a so-called "tax-free" event under sections 351 or 368(a) of the Internal Revenue Code of 1986 (the "Code"). In order to obtain tax-free treatment under section 351 of the Code, it would be necessary for the owners of the acquired business to own 80% or more of the voting stock of the surviving entity. In such event, the shareholders of the Company would retain less than 20% of the issued and outstanding shares of the surviving entity. Section 368(a)(1) of the Code provides for tax-free treatment of certain business 6 reorganizations between corporate entities where one corporation is merged with or acquires the securities or assets of another corporation. Generally, the Company expects to be the acquiring corporation in such a business reorganization, and the tax-free status of the transaction will not depend on the issuance of any specific amount of the Company's voting securities under Section 368. The acquiring corporation will issue securities in such an amount that the shareholders of the acquired corporation will hold 50% or more of the voting stock of the surviving entity. Consequently, there is a substantial possibility that the shareholders of the Company immediately prior to the transaction would retain less than 50% of the issued and outstanding shares of the surviving entity. Therefore, regardless of the form of the business acquisition, it may be anticipated that stockholders immediately prior to the transaction will experience a significant reduction in their percentage of ownership in the Company. Notwithstanding the fact that the Company is technically the merging or acquiring entity in the foregoing circumstances, generally accepted accounting principles will ordinarily require that such transaction be accounted for as if the Company had been acquired by the other entity owning the business and, therefore, will not permit a write-up in the carrying value of the assets of the other company. The manner in which the Company participates in a business will depend on the nature of the business, the respective needs and desires of the Company and other parties, the management of the business, and the relative negotiating strength of the Company and such other management. The Company will participate in a business only after the negotiation and execution of appropriate written agreements. Although the terms of such agreements cannot be determined at this time, generally such agreements will require specific representations and warranties by all of the parties thereto, will specify certain events of default, will detail the terms of closing and the conditions which must be satisfied by each of the parties prior to such closing, will outline the manner of bearing costs if the transaction is not closed, will set forth remedies on default, and will include miscellaneous other terms. Operation of Business After Acquisition The Company's operation following its merger or acquisition of a business will be dependent on the nature of the business and the interest acquired. The Company is unable to determine at this time whether the Company will be in control of the business or whether present management will be in control of the Company following the acquisition. It may be expected that the business will present various risks, which cannot be predicted at the present time. 7 Government Regulation It is impossible to anticipate government regulations, if any, to which the Company may be subject until it has acquired an interest in a business. The use of assets to conduct a business which the Company may acquire could subject it to environmental, public health and safety, land use, trade, or other governmental regulations and state or local taxation. In selecting a business in which to acquire an interest, management will endeavor to ascertain, to the extent of the limited resources of the Company, the effects of such government regulation on the prospective business of the Company. In certain circumstances, however, such as the acquisition of an interest in a new or start-up business activity, it may not be possible to predict with any degree of accuracy the impact of government regulation. The inability to ascertain the effect of government regulation on a prospective business activity will make the acquisition of an interest in such business a higher risk. Competition The Company will be involved in intense competition with other business entities, many of which will have a competitive edge over the Company by virtue of their stronger financial resources and prior experience in business. There is no assurance that the Company will be successful in obtaining suitable business opportunities. Employees The Company is a development stage company and currently has no employees. Executive officers will devote only such time to the affairs of the Company as they deem appropriate, which is estimated to be approximately 5 hours per month. Management of the Company expects to use consultants, attorneys, and accountants as necessary, and does not anticipate a need to engage any full-time employees so long as it is identifying and evaluating businesses. The need for employees and their availability will be addressed in connection with a decision whether or not to acquire or participate in a specific business venture. ITEM 2. DESCRIPTION OF PROPERTY The Company currently maintains its offices at the home of F. Briton McConkie, a director of the Company,4114 Splendor Way, Salt Lake City, Utah 84124. The Company pays no rent for the use of this address. The Company does not believe that it will need to maintain an office at any time in the foreseeable future in order to carry out the plan of operation described herein. ITEM 3. LEGAL PROCEEDINGS The Company is currently not a party to any legal proceedings. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS No matter was submitted during the fiscal year covered by this report to a vote of security holders, therefore rendering this item inapplicable. 8 PART II ITEM 5. MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANT'S COMMON EQUITY AND OTHER SHAREHOLDER MATTERS The Company currently has no public trading market. The Company intends to have Form 15c-(2)(11) filed on its behalf once a suitable business acquisition or merger has been completed in an effort to obtain a listing on the NASD over the counter bulletin board and create a public market. Management believes that the creation of a public trading market for the Company's securities would make the Company a more attractive acquisition or merger candidate. However, there is no guarantee that the Company will obtain a listing on the NASD over-the-counter bulletin board or that a public market for the Company's securities will develop or, if such a market does develop, that it will continue, even if a listing on the NASD over the counter bulletin board is obtained. Recent Sales of Unregistered Securities There were no sales of unregistered securities during the quarter ended June 30, 2002. Record Holders As of June 30, 2002, there were seventy-seven (77) shareholders of record holding a total of 2,042,000 shares of Common Stock. The holders of the Common Stock are entitled to one vote for each share held of record on all matters submitted to a vote of stockholders. Holders of the Common Stock have no preemptive rights and no right to convert their Common Stock into any other securities. There are no redemption or sinking fund provisions applicable to the Common Stock. Dividends The Company has not declared any dividends since inception and does not anticipate paying any dividends in the foreseeable future. The payment of dividends is within the discretion of the Board of Directors and will depend on the Company's earnings, capital requirements, financial condition, and other relevant factors. There are no restrictions that currently limit the Company's ability to pay dividends on its Common Stock other than those generally imposed by applicable state law. ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION Plan of Operations The Company's plan of operation for the coming year, as discussed above, is to identify and acquire a favorable business opportunity. The Company does not plan to limit its options to any particular industry, but will evaluate each opportunity on its merits. The Company anticipates that its owners, affiliates, and consultants will provide it with sufficient capital to continue operations until the end of the year 2003, but there can be no assurance that this expectation will be fully realized. 9 Results of Operations The Company had no revenue from continuing operations from inception through period ended June 30, 2002. General and administrative expenses for the three months and six months ended June 30, 2002 were $500.00 and $1,000.00 respectively . General and administrative expenses consisted of expenses to keep the Company in good corporate standing. The Company had a net loss of $500.00 and $1,000.00 for the three and six months ended June 30, 2002 respectively. The Company's net loss for the period was attributable to general and administrative expenses. The Company does not expect to generate any meaningful revenue or incur operating expenses, other than minimal expenses to keep the company in good corporate standing unless and until it acquires an interest in an operating company. Liquidity and Capital Resources As of June 30, 2002, the Company had no major assets. The Company is currently authorized to issue 20,000,000 shares of common stock, of which 2,042,000 shares are issued and outstanding, and 5,000,000 shares of preferred stock, none of which is outstanding as of June 30, 2002. Management is hopeful that becoming a reporting company will increase the number of prospective business ventures that may be available to the Company. Management believes that the Company has sufficient resources to meet the anticipated needs of the Company's operations through at least the calendar year ending December 31, 2003. The Company anticipates that its major shareholders will contribute sufficient funds to satisfy the cash needs of the Company through calendar year ending December 31, 2003. However, there can be no assurances to that effect, as the Company has no revenues and the Company's need for capital may change dramatically if it acquires an interest in a business opportunity during that period. Further, the Company has no plans to raise additional capital through private placements or public registration of its securities until a merger or acquisition candidate is identified. Upon consummation of a merger, the Company may decide to file the necessary and appropriate registration statements to register the affiliates' shares. In addition, it is the position of the small business division the securities and exchange commission that promoters or affiliates of blank check companies, as well as their transferees, are deemed to be "underwriters" of the securities issued both before and after any business combination. The Company projects that its operating requirements will not exceed $15,000 over the next twelve months. If no acquisition candidate is found for the Company during this time, Management will loan the Company sufficient funds to cover these costs over the next twelve months. Management will prepare the necessary documentation to keep the Company current with its reporting requirements with the Securities & Exchange Commission and those costs will accrue on the Company's balance sheet. In the event that a merger or acquisition occurs over the next twelve months, the target company will be responsible for paying these costs back to the major shareholders, or the major shareholders may waive these costs depending on the nature of the acquisition or merger transaction. ITEM 7. FINANCIAL STATEMENTS The Company's unaudited financial statements for the Quarter ended June 30, 2002 are attached hereto as F-1 through F-9. 10 Cyberexcellence, Inc Unaudited Financial Statements June 30, 2002 F-1 INDEX TO FINANCIAL STATEMENTS Page ---- Balance Sheet as of June 30, 2002 ...........................................F-3 Statement of Operations for the Six Months ended June 30, 2002 and 2001 and February 15, 1996 (Date of Inception) to June 30, 2001...................F-4 Statement of Stockholder's Equity ...........................................F-5 Notes to Condensed Financial Statements......................................F-6 F-2 CYBEREXCELLENCE, INC. (A Development Stage Company) Unaudited Balance Sheet As of June 30, 2002 Assets Current Assets: Cash in bank $ 0 ----------- Total Assets $ 0 =========== Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 1,973 Accounts payable - related parties 6,361 ----------- Total Current Liabilities 8,334 ----------- Stockholders' deficit Preferred stock, $.001 par value; authorized 5,000,000 shares; - no shares issued Common stock, $.001 par value; authorized 20,000,000 shares; 2,042 shares issued and outstanding: 2,042,000 Additional paid-in capital 324 Deficit accumulated during development stage (10,700) ----------- Total Stockholders' Deficit (8,334) ----------- Total Liabilities and Stockholders' Deficit $ 0 =========== The accompanying notes are an integral part of these financial statements F-3
CYBEREXCELLENCE, INC. (A Development Stage Company) Unaudited Statement of Operations For The Six Months ended June 30, 2002 and 2001 and Period From February 15, 1996 (Date of Inception) to June 30, 2002 Three months ended Six months ended Inception to June 30 June 30 June 30, 2002 2002 2001 2002 2001 ----------- ----------- ----------- ----------- ----------- Revenue: None $ -- $ -- $ -- $ -- $ -- ----------- ----------- ----------- ----------- ----------- Expenses: General and Administrative Costs 500 42 1,000 207 10,700 ----------- ----------- ----------- ----------- ----------- Operating Profit (Loss) (500) (42) (1,000) (207) (10,700) ----------- ----------- ----------- ----------- ----------- Provision for income taxes -- -- -- -- -- Net Loss $ (500) $ (42) $ (1,000) $ (207) $ (10,700) =========== =========== =========== =========== =========== Net loss per common share $ 0 $ 0 $ 0 $ 0 =========== =========== =========== =========== Weighted average number of shares outstanding - basic 2,042,000 2,042,822 2,042,000 2,042,822 =========== =========== =========== ===========
The accompanying notes are an integral part of these financial statements F-4
CYBEREXCELLENCE, INC. (A Developmental Stage Company) Unaudited Statement of Changes In Stockholders' Equity Period From February 15, 1996 (Date of Inception) to June 30, 2002 Additional Common Stock Paid-in Accumulated Shares Amount Capital Deficit Total --------- --------- --------- --------- --------- Issuance of common stock to incorporators for cash - April 9, 1996 at $0.001 1,000,000 $ 1,000 $ -- $ -- $ 1,000 Net loss for the period from February 15, 1996 -- -- -- (1,000) (1,000) (date of inception) to December 31, 1997 --------- --------- --------- --------- --------- Balance December 31, 1997 1,000,000 1,000 0 (1,000) 0 --------- --------- --------- --------- --------- Results of operations year ended December 31, 1998 -- -- -- -- 0 --------- --------- --------- --------- --------- Balance December 31, 1998 1,000,000 1,000 0 (1,000) 0 --------- --------- --------- --------- --------- Issuance of shares for services - Dec.16, 1999 at $0.001: 1,006,000 1,006 -- -- 1,006 Shares subscribed - Dec. 16, 1999 at $0.01 36,000 36 324 -- 360 Subscriptions not collected until February 3, 2000 -- -- -- -- (360) Results of operations year ended December 31, 1999 -- -- -- (1,006) (1,006) --------- --------- --------- --------- --------- Balance at December 31, 1999 2,042,000 2,042 324 (2,006) 0 Subscriptions collected February 3, 2000 -- -- -- -- 360 Results of operations year ended December 31, 2000 -- -- -- (2,931) (2,931) --------- --------- --------- --------- --------- Balance at December 31, 2000 2,042,000 $ 2,042 $ 324 $ (4,937) $ (2,571) --------- --------- --------- --------- --------- Results of operations year ended December 31, 2001 -- -- -- -- (4,763) --------- --------- --------- --------- --------- Balance at December 31, 2001 2,042,000 $ 2,042 $ 324 $ (9,700) $ (7,334) --------- --------- --------- --------- ---------
Results of operations six months ended June 30, 2002 -- $ (1,000) - ------- --------- --------- --------- --------- Balance at June 30, 2002 $ 324 $ (10,700) $ (8,334) 2,042,000 $ 2,042 ======= ========= ========= ========= =========
The accompany notes are an integral part of these financial statements F-5 CYBEREXCELLENCE, INC. (A Development Stage Company) Notes to Financial Statements 1. Organization The Company was incorporated under the laws of the State of Nevada on February 15, 1996 with the name of "Cyberexcellence, Inc." with authorized common stock of 20,000,000 shares at $0.001 par value, and authorized preferred stock of 5,000,000 shares at $0.001 par value. The Company is in the development stage and has not commenced any significant operations. 2. Summary of Significant Accounting Policies Accounting Methods The Company recognized income and expenses based on the accrual method of accounting. Dividend Policy The Company has not adopted a policy regarding payment of dividends. Income Taxes At December 31, 2001, the Company had a net operating loss carryforward of $9,700. The tax benefit from the loss carryforward has been fully offset by a valuation reserve because use of future tax benefit is undetermined since the Company has no operations. The net operating loss expires in increments beginning in 2011. Earnings (Loss) Per Share Earnings (loss) per share amounts are computed based on the weighted-average Number of shares actually outstanding in accordance with FASB No. 128. Financial Instruments The carrying amounts of financial instruments are considered by management to be their estimated fair values. F-6 CYBEREXCELLENCE, INC. (A Development Stage Company) Notes to Financial Statements 2. Summary of Significant Accounting Policies Estimates and Assumptions Management uses estimates and assumptions in preparing financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could vary from the estimates that were assumed in preparing these financial statements. 3. Related Party Transactions The statement of changes in stockholders equity shows 2,042,000 shares of common stock outstanding of which 2,000,000 shares were issued to related parties. At March 31, 2002, the Company owed $6,361 to these related parties. 4. Going Concern Continuation of the Company as a going concern is dependent upon obtaining working capital for any future planned activity and management of the Company will be required to develop a strategy which will accomplish this objective. There can be no assurance that the Company can be successful in this effort. ITEM 8. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits required to be attached by Item 601 of Regulation S-B are listed in the Index to Exhibits on page 10 of this Form 10-QSB, and are incorporated herein by this reference. (b) Reports on Form 8-K. No reports on Form 8-K were filed during the period covered by this Form 10-QSB. F-7 SIGNATURES ---------- In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, this 28th day of January, 2003. Cyberexcellence, Inc. /s/ F. Briton McConkie, Jr. --------------------------------------- F. Briton McConkie, Secretary In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Signature Title Date - --------- ----- ---- /s/ F. Briton McConkie, Jr. - ------------------------------ F. Briton McConkie, Jr. Secretary, Director January 28, 2003 /s/ Stephen Wright - ------------------------------ Stephen Wright President, Director January 28, 2003 INDEX TO EXHIBITS Exhib. Page No. No. Description 3(i) * Articles of Incorporation of Cyberexcellence, Inc., a Nevada corporation, filed with the State of Nevada on February 15, 1996 3(ii) * By-laws of the Company adopted on December 31, 1999. 4 * Employee Benefit Plan adopted on December 14, 1999. * Incorporated by reference from Form 10-SB filed February 18, 2000. 11 -----END PRIVACY-ENHANCED MESSAGE-----