10QSB 1 0001.txt U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-QSB (Mark One) X...Quarterly report under section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended February 29, 2000. ....Transition report under section 13 or 15(d) of the Securities Exchange Act of 1934 [No Fee Required] for the transition period from _________ to _________. Commission File No: __000-23559__ SUNBURST ACQUISITIONS III, INC. --------------------------------------- (Name of small business in its charter) Colorado 84-14320001 ---------------------- ----------------------- (State or other (IRS Employer Id. No.) jurisdiction of Incorporation) 4807 South Zang Way Morrison, Colorado 80465 ------------------------------------------------------------------- (Address of Principal Office) Zip Code Issuer's telephone number: (303) 979-2404 Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities 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 _____ At 2/29/00 the following shares of common were outstanding: Common Stock, no par value, 33,303,840 shares. Transitional Small Business Disclosure Format (Check one): Yes _____ No __X__ PART 1 - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS AND EXHIBITS (a) The financial statements of registrant for the three months ended February 29, 2000, follow. The financial statements reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim period presented. SUNBURST ACQUISITIONS III, INC. (A Development Stage Company) FINANCIAL STATEMENTS Quarter Ended February 29, 2000 CONTENTS Balance Sheet 1 Statements of Operations 2 Statements of Cash Flows 3 Notes to Financial Statements 4 Sunburst Acquisitions III, Inc. (A Development Stage Company) BALANCE SHEET February 29, 2000 ASSETS CURRENT ASSETS: Cash and cash equivalents $ 1,138 Notes Receivable 2,000,000 ---------- Total current assets 2,001,138 TOTAL ASSETS $ 2,001,138 ========= LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable $ 8,306 ---------- Total current liabilities 8,306 STOCKHOLDERS' EQUITY Preferred stock, no par value 20,000,000 shares authorized; 80,000 shares issued and outstanding - Common stock, no par value; 100,000,000 shares authorized; 33,303,840 shares issued and outstanding 2,020,435 Additional paid-in capital 1,500 Deficit accumulated during the development stage (29,103) --------- Total stockholders' equity 1,992,832 --------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 2,001,138 =========
The accompanying notes are an integral part of the financial statements. 1 Sunburst Acquisitions III, Inc. (A Development Stage Company) STATEMENTS OF OPERATIONS For the period from inception (August 27, For the three For the six 1997) to months ended months ended February 29, February 29/28, February 29/28, 2000 2000 1999 2000 1999 ----------- --------- --------- --------- -------- REVENUES $ - $ - $ - $ - $ - ----------- --------- --------- --------- --------- EXPENSES Amortization 300 - 15 - 30 Consulting fees 4,935 - - - - General office 966 36 20 162 20 Legal fees 8,045 557 953 560 2,858 Professional fees 8,970 4,556 1,530 4,556 1,530 Rent 1,500 150 150 300 300 Taxes and licenses 107 - - - - Transfer agent 4,280 440 400 2,254 568 ----------- --------- --------- --------- --------- Total expense 29,103 5,739 3,068 7,832 5,306 ----------- --------- --------- --------- --------- NET LOSS (29,103) (5,739) (3,068) (7,832) (5,306) Accumulated deficit Balance, Beginning of period - (23,364) (14,478) (21,271) (12,240) ----------- --------- --------- --------- --------- Balance, End of period $ (29,103) $ (29,103) $ (17,546) (29,103) (17,546) =========== ========= ========= ========= ========= NET LOSS PER SHARE $ (NIL) $ (NIL) $ (NIL) $ (NIL) $ (NIL) =========== ========= ========= ========= ========= WEIGHTED AVERAGE NUMBER OF SHARES OF COMMON STOCK AND COMMON STOCK EQUIVALENTS OUTSTANDING 35,604,548 33,303,840 2,495,000 33,380,392 2,244,724 =========== ========= ========= ========= =========
The accompanying notes are an integral part of the financial statements. 2 Sunburst Acquisitions III, Inc. (A Development Stage Company) STATEMENTS OF CASH FLOWS For the period from inception (August 27, For the six For the six 1997) to months ended months ended February 29, February 29, February 28, 2000 2000 1999 --------------- ------------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Loss $ (29,103) $ (7,832) $ (5,306) Adjustments to reconcile net loss to net cash used by operating activities: Amortization expense 300 - 30 Rent expense 1,500 300 300 Stock issued for consulting fees 4,935 - - Decrease in prepaid expenses - - 474 Increase (decrease) in accounts payable 8,306 7,158 (95) Increase in accounts payable - related party - - 82 -------------- ------------- ----------- Net cash used by operating activities (14,062) (374) (4,515) CASH FLOWS FROM INVESTING ACTIVITIES Increase in organization costs (300) - - -------------- ------------- ----------- Net cash used by investing activities (300) - - CASH FLOWS FROM FINANCING ACTIVITIES Issuance of common stock 7,500 - 7,500 Issuance of preferred stock 8,000 - - ----------- ------------- ----------- Net cash provided financing activities 15,500 - 7,500 ----------- ------------- ----------- Net increase (decrease) in cash and cash equivalents 1,138 (374) 2,985 CASH AND CASH EQUIVALENTS Beginning of Period - 1,512 973 ----------- ------------- ----------- CASH AND CASH EQUIVALENTS, End of Period $ 1,138 $ 1,138 $ 3,958 =========== ============= ===========
The accompanying notes are an integral part of the financial statements. 3 Sunburst Acquisitions III, Inc. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS February 29, 2000 1. Management's Representation of Interim Financial Information ------------------------------------------------------------ The accompanying financial statements have been prepared by Sunburst Acquisitions III, Inc. without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted as allowed by such rules and regulations, and management believes that the disclosures are adequate to make the information presented not misleading. These financial statements include all of the adjustments which, in the opinion of management, are necessary to a fair presentation of financial position and results of operations. All such adjustments are of a normal and recurring nature. These financial statements should be read in conjunction with the audited financial statements at August 31, 1999. 4 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS. Liquidity and Capital Resources As of the quarter ended February 29, 2000, the Company was unsure of the ultimate resolution of its Agreement and Plan of Reorganization with Workseek.com and American Recruitment. To that end, the Company filed Form 15 with the SEC to discontinue the need for periodic filings on April 6, 2000. The Company's balance sheet for the period ending February 29, 2000 reflects a current asset value of $2,001,138 and a total asset value of $2,001,138, primarily in the form of an outstanding note receivable from Workseek.com, as compared to $4,208 and $4,478 in current and total assets as of February 28, 1999. The Company's business plan is to complete a settlement with American Recruitment which may result in the dissolution of the Company. Results of Operations During the period from August 27, 1997 (inception) through February 29, 2000, the Company has engaged in no significant operations other than organizational activities, acquisition of capital, preparation for registration of its securities under the Securities Exchange Act of 1934, as amended, and negotiations with Workseek.com. No revenues were received by the Company during this period. For the quarter and six months ended February 29, 2000, the Company incurred losses of $(5,739) and $(7,832), respectively, as compared to losses of $(3,068) and $(5,306) for the quarter and six months ended February 28, 1999. The differences in losses for the quarters and six month periods ended February 29, 2000 and February 28, 1999 are primarily attributable to timing differences of expenses incurred in the compliance with reporting requirements, and general and administrative expenses. Need for Additional Financing The Company believes that its existing capital will not be sufficient to continue operations, and the Company has no plans to seek additional financing. PART II ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) EXHIBIT 27 - FINANCIAL DATA SCHEDULE There have been no reports on Form 8-K for the quarter ending February 29, 2000. 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. SUNBURST ACQUISITIONS III, INC. (Registrant) Date: June 21, 2000 /s/ Michael R. Quinn, Secretary/Treasurer