-----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, Sx7ooqDYOf88NTj8y2PzFR/iAe5rUYI6CJxei6XqF7Az1GP7YsFajJn/pjoU4MoK b50RAhzPPIiSSg4PYko8hA== 0001013993-99-000053.txt : 19990628 0001013993-99-000053.hdr.sgml : 19990628 ACCESSION NUMBER: 0001013993-99-000053 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990531 FILED AS OF DATE: 19990625 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SUNBURST ACQUISITIONS III INC CENTRAL INDEX KEY: 0001046120 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 841432001 STATE OF INCORPORATION: CO FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-23559 FILM NUMBER: 99652064 BUSINESS ADDRESS: STREET 1: 4807 S ZANG WAY CITY: MORRISON STATE: CO ZIP: 80465 BUSINESS PHONE: 3039792404 10QSB 1 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 May 31, 1999. ....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 5/31/99 the following shares were outstanding: Common Stock, no par value, 2,495,000 shares. Transitional Small Business Disclosure Format (Check one): Yes _____ No __X__ PART 1 - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS AND EXHIBITS (a) The unaudited financial statements of registrant for the three months ended May 31, 1999, 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 May 31, 1999 (Unaudited) CONTENTS Accountants' report 1 Balance Sheet 2 Statements of Operations 3 Statements of Cash Flows 4 Notes to Financial Statements 5 The Board of Directors and Stockholders of Sunburst Acquisitions III, Inc. The accompanying balance sheet of the Sunburst Acquisitions III, Inc. (a development stage company) as of May 31, 1999, and the related statements of operations and cash flows for the period then ended were not audited by us and according we do not express an opinion on them. Denver, Colorado June 18, 1999 COMISKEY & COMPANY PROFESSIONAL CORPORATION 1 Sunburst Acquisitions III, Inc. (A Development Stage Company) BALANCE SHEET May 31, 1999 (Unaudited) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 2,915 --------- Total current assets 2,915 OTHER ASSETS: Organizational costs (net) 195 --------- TOTAL ASSETS $ 3,110 ========= LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable $ 300 Accounts payable - related party 342 --------- Total current liabilities 642 --------- STOCKHOLDERS' EQUITY Preferred stock, no par value 20,000,000 shares authorized; no shares issued and outstanding - Common stock, no par value; 100,000,000 shares authorized; 2,495,000 shares issued and outstanding 20,435 Additional paid-in capital 1,050 Deficit accumulated during the development stage (19,017) --------- 2,468 --------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 3,110 =========
The accompanying notes are an integral part of the financial statements. 2 Sunburst Acquisitions III, Inc. (A Development Stage Company) STATEMENTS OF OPERATIONS (Unaudited) For the period from inception (August 27, 1997) to For the three months For the nine months May 31, ended May 31, ended May 31, 1999 1999 1998 1999 1998 ----------- --------- --------- --------- --------- REVENUES $ - $ - $ - $ - $ - ----------- --------- --------- --------- --------- EXPENSES Legal fees 6,369 343 432 3,201 2,632 General office 528 - 21 20 313 Consulting fees 4,935 - - - - Professional fees 4,027 380 748 1,910 2,748 Amortization 105 15 15 45 45 Transfer agent 1,896 583 - 1,151 - Taxes and licenses 107 - - - - Rent 1,050 150 150 450 450 ----------- --------- --------- --------- --------- Total expense 19,017 1,471 1,366 6,777 6,188 ----------- --------- --------- --------- --------- NET LOSS (19,017) (1,471) (1,366) (6,777) (6,188) Accumulated deficit Balance, Beginning of period - (17,546) (6,757) (12,240) (1,935) ----------- --------- --------- --------- --------- Balance, End of period $ (19,017) $ (19,017) $ (8,123) (19,017) (8,123) =========== ========= ========= ========= ========= NET LOSS PER SHARE $ (.01) $ (NIL) $ (NIL) $ (NIL) $ (NIL) =========== ========= ========= ========= ========= WEIGHTED AVERAGE NUMBER OF SHARES OF COMMON STOCK AND COMMON STOCK EQUIVALENTS OUTSTANDING 2,200,451 2,495,000 2,095,000 2,329,066 2,095,000 =========== ========= ========= ========= =========
The accompanying notes are an integral part of the financial statements. 3 Sunburst Acquisitions III, Inc. (A Development Stage Company) STATEMENTS OF CASH FLOWS (Unaudited) For the period from inception (August 27, For the nine For the nine 1997) to months ended months ended May 31, May 31, May 31, 1999 1999 1998 --------------- ------------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Loss $ (19,017) $ (6,777) $ (6,188) Adjustments to reconcile net loss to net cash used by operating activities: Amortization expense 105 45 45 Rent expense 1050 450 450 Stock issued for consulting fees 4,935 - - Decrease in prepaid expenses - 474 - Decrease in accounts receivable - 103 - Increase (decrease) in accounts payable 300 (195) - Increase (decrease) in accounts payable - related party 342 342 (300) -------------- ------------- ------------- Net cash used by operating activities (12,285) (5,558) (5,993) 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 converted to common stock 8,000 - - -------------- ------------- ------------- Net cash provided by financing activities 15,500 7,500 - -------------- ------------- ------------- Net increase (decrease) in cash and cash equivalents 2,915 1,942 (5,993) CASH AND CASH EQUIVALENTS, Beginning of Period - 973 8,000 -------------- ------------- ------------- CASH AND CASH EQUIVALENTS, End of Period $ 2,915 $ 2,915 $ 2,007 ============== ============= =============
The accompanying notes are an integral part of the financial statements. 4 Sunburst Acquisitions III, Inc. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS May 31, 1999 (Unaudited) 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, 1998. 2. Stockholder's Equity -------------------- For the nine months ended May 31, 1999, the company sold 300,000 shares of common stock to four existing shareholders for $0.025 per share. For the quarter and nine months ended May 31, 1999 eight existing shareholders converted 80,000 shares of preferred stock into 160,000 shares of common stock. 5 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS. Liquidity and Capital Resources The Company remains in the development stage and, since inception, has experienced no significant change in liquidity or capital resources or stockholder's equity other than the receipt of net proceeds in the amount of $15,500 from its inside capitalization funds. Consequently, the Company's balance sheet for the period ending May 31, 1999, reflects a current asset value of $2,915 and a total asset value of $3,110, primarily in the form of cash, as compared to $2,007 and $2,262 in current and total assets as of May 31, 1998. The Company's business plan is to seek, investigate, and, if warranted, acquire one or more properties or businesses, and to pursue other related activities intended to enhance shareholder value. The acquisition of a business opportunity may be made by purchase, merger, exchange of stock, or otherwise, and may encompass assets or a business entity, such as a corporation, joint venture, or partnership. The Company has very limited capital, and it is unlikely that the Company will be able to take advantage of more than one such business opportunity. The Company will carry out its plan of business as discussed above. The Company cannot predict to what extent its liquidity and capital resources will be diminished prior to the consummation of a business combination or whether its capital will be further depleted by the operating losses (if any) of the business entity which the Company may eventually acquire. Results of Operations During the period from August 27, 1997 (inception) through May 31,1999, the Company has engaged in no significant operations other than organizational activities, acquisition of capital and preparation for registration of its securities under the Securities Exchange Act of 1934, as amended. No revenues were received by the Company during this period. For the quarter and nine months ended May 31, 1999, the Company incurred losses of $1,477 and $6,777, respectively, as compared to losses of $1,366 and $6,188 for the quarter and nine months ended May 31, 1998. The differences in losses for the quarters and nine months ended May 31, 1999 and 1998 are primarily attributable to timing differences of expenses incurred in the compliance with reporting requirements. For the current fiscal year, the Company anticipates incurring additional losses as a result of organizational expenses, expenses associated with registration under the Securities Exchange Act of 1934, and expenses associated with locating and evaluating acquisition candidates. The Company anticipates that until a business combination is completed with an acquisition candidate, it will not generate revenues and may continue to operate at a loss after completing a business combination, depending upon the performance of the acquired business. Need for Additional Financing The Company believes that its existing capital will be sufficient to meet the Company's cash needs, including the costs of compliance with the continuing reporting requirements of the Securities Exchange Act of 1934, as amended, for a period of approximately one year. Accordingly, in the event the Company is able to complete a business combination during this period, it anticipates that its existing capital will be sufficient to allow it to accomplish the goal of completing a business combination. There is no assurance, however, that the available funds will ultimately prove to be adequate to allow it to complete a business combination, and once a business combination is completed, the Company's needs for additional financing are likely to increase substantially. No commitments to provide additional funds have been made by management or other stockholders. Accordingly, there can be no assurance that any additional funds will be available to the Company to allow it to cover its expenses. Irrespective of whether the Company's cash assets prove to be inadequate to meet the Company's operational needs, the Company might seek to compensate providers of services by issuances of stock in lieu of cash. Year 2000 issues are not currently material to the Company's business, operations or financial condition, and the Company does not currently anticipate that it will incur any material expenses to remediate Year 2000 issues it may encounter. However, Year 2000 issues may become material to the Company following its completion of a business combination transaction. In the event, the company will be required to adopt a plan and a budget for addressing such issues. 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 May 31, 1999. 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 25, 1999 /s/ Michael R. Quinn, Secretary/Treasurer EX-27 2
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE SHEET AND STATEMENTS OF OPERATIONS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH 10QSB FOR THE QUARTER ENDED May 31, 1999. 3-MOS Aug-31-1999 May-31-1999 2915 0 0 0 0 2915 0 0 3110 642 0 0 0 20435 (17967) 3110 0 0 0 1471 0 0 0 (1471) 0 0 0 0 0 (1471) (.001) (.001)
-----END PRIVACY-ENHANCED MESSAGE-----